A/N: First of all, I would like to send two huge Thank Yous to nfinneman and Klaroline Fantasies for making two gorgeous covers for this fic! They are both absolutely amazing and I will be alternating between them.

Secondly I'm updating at work on my luch break, so there will be a slight delay in putting up new links to the art in this chaprter on my profile, but I will get to it asap!

Thridly, thank you again to my betas! I really couldn't do this without your input and your wise understand of commas and semi-colons :)

Lastly, thank you so much to everyone who has been reading, reviewing, following and favouriting this story. You helped this fic soar past 100 followers in the past week and it's just amazing to see!

So enough from me, on with the story...

"Where are you taking that?" Caroline shouted, striding after Peter, one of the junior members of the restoration department who was assisting with the auction set up. "Did you not read the order of presentation I gave you? It clearly states that the Bacon paintings are being auctioned last, and the Rockwell's are coming out first. Move that painting to the back of the line up. Right now!"

Caroline was completely exasperated by Peter and the entire auction set-up team. It was as if no one had bothered to read any of the documents she'd sent them yesterday after her meeting with Rebekah. It was driving her up the wall. She felt as if she was the only one who had any sense of urgency to get everything done to perfection before the auction began at 1:30pm. The double auction format had been her idea and it was her responsibility to make sure it went off without a hitch.

Adding to her stress for the day, Caroline couldn't get Rebekah's warning about her brother out of her head. Logically, practically, truthfully, she had no interest in getting involved with Klaus, and she certainly had no intention of leading him on, or breaking his heart. She knew that. But she also knew, if she was a hundred percent honest with herself, that there was something about him that drew her in. It was like he saw her; really saw her. Caroline had been hiding aspects of herself all her life: hiding her dates with boys in high school from her mother, hiding her passion for art in college because her friends and family assumed she would just start a wedding planning business since it was just so 'Caroline', and then spending the last few years hiding from almost everything, afraid to open herself up and risk rejection and exposure. With Klaus, Caroline felt like an open book, unable to keep anything back, always acting like the most honest and true version of herself. It was exhilarating and terrifying. It also sounded exactly like what Rebekah had warned her about: that Klaus would worm his way into her life, tearing down her walls and digging out her secrets. There was nothing that Caroline feared more than having someone prying into her past, breaking down her defenses, and leaving her exposed and vulnerable.

Caroline sighed and took a deep breath. The truth of the matter was she had gotten too comfortable here. She enjoyed her work at Mikaelson's, she loved the City, and she loved having a friend again in Katherine, someone she felt she could trust, someone she might be able to share her past with, someday when she was ready. In fact, she was so happy, she felt so normal, that she was actually attracted to a man for the first time in ages. After she'd escaped her former life, the mere concept of wanting to be with a man, wanting to be emotionally close to anyone, was inconceivable. Now, five years later with a patched up heart and almost fully complete sense of who she was, Caroline found that she wanted, very much, to open herself up to people again, to live full life, not a repressed existence, hiding in the shadows. Was Klaus Mikaelson the right man to let into her life, even if only a little bit? And even if she wanted to, could she keep him at bay?

"You missed an excellent party last night brother."

Klaus turned toward his bedroom door, annoyed that Kol had decided to barge in unannounced as he was getting ready to head to the New York branch.

"There was even some interesting art on display. A large print of the 'Sabbath Black Sabbath' album art was covering one whole wall in the foyer. It was quite stunning: an excellent conversation piece. I can't imagine Rebekah was behind that choice, I don't think she even knows Black Sabbath is a band." Kol continued, leaning against the doorframe.

"I was there Kol, I saw the entire party." He replied curtly.

He too had noticed the poster art and enjoyed the symbolism. Drew Struzen was one of the best commercial artists of the last few decades, and Klaus appreciated his technique, even if the art was far too mainstream for his taste. He had to agree album art did not seem like something Rebekah would be familiar with. He suspected this was another surprising area of interest of a certain blonde haired auction coordinator.

"On a grainy video in the security office, not in the flesh, in living colour." Kol retorted.

"I'm going to the auction; I will interact with people there." Klaus replied, frowning as he tied his tie.

"The auctions are such a bore." Kol said flippantly. Klaus watched as a grin spread across his brother's face. "But I do have something planned for this evening. A small house party to celebrate our success at today's auction."

"A small house party? For success we have yet achieve?" Klaus inquired. He was far too wrapped up in the details of his security overhaul at the office to put much effort into protesting Kol's latest plan to annoy him.

"Yes. You should come. Have a drink or two, loosen that tie: relax." Kol said casually.

Klaus adjusted his suit jacket, feeling far too constrained and restricted.

"You have a boxing gym you go to, yes?" He asked, keeping his tone neutral.

"Yes." Kol's face scrunched in confusion at Klaus' sudden change of topic.

"If you step into the ring with me tomorrow, I will make an appearance at your party tonight." Klaus bargained.

After the stress of the last few days, he would relish the opportunity to get out some aggression and beating his younger brother to a pulp sounded like an excellent option. Especially if he was going to fake interest in buyers at the auction, and put up with ass kissing sycophants and drunk idiots at Kol's party.

"Deal." Said Kol, striding forward to shake hands on the agreement. "Don't think you've got the edge on me old man. This isn't fencing back at Harrow." Kol's smirk was confident and his grip on Klaus' hand was so tight, it was almost painful.

"I should hope not." Klaus smirked back, showing no signs of pain from Kol's firm grip. "You're an abysmal fencer and not a particularly good horseman either."

"Times have changed. Coming to America, I've found baseball and boxing to suit me very well." Kol announced smugly, dropping Klaus' hand. "You're going to love the party Nik." Kol said confidently as he walked out the door. "But you're going to regret this bargain. I am going to kick your ass!"

Caroline inspected the art lined out before her, happy to see all of the art selected for the second auction, the 'Dark' themed art of the "Light and Dark" double auction, was ready and properly arranged. Due to the chaos earlier in the morning, Caroline had felt like she hadn't had a second to stop and catch her breath during the first auction. Absolutely nothing seemed to go as planned: the paintings had been in the order Caroline had planned, but the auctioneer had had a older copy of the presentation order and kept calling out different paintings than expected. Caroline and her team had been run ragged grabbing the right paintings at the last minute.

Just minutes earlier the first auction had ended. Caroline had instructed her team to take a fifteen minute break before coming back to assist with the next auction, which should be starting in less than an hour. Caroline remained with the art, listening to Rebekah's voice float from the other side of the curtain that divided the set up area from the auction room. She was thanking everyone who bid, giving them instructions for where to pay for their art, and reminding everyone that a second auction was coming up shortly.

As much as she was dreading it, Caroline knew that as soon as Rebekah stopped speaking, she would need to poke her head out from behind the curtain and see if she could find Yves, the auctioneer, to make sure they both had the same order of presentation list for the next auction. Caroline did not want to spend another auction scrambling around: for someone who prided herself on her organizational skills it was simply unacceptable. Generally, Caroline would never step out from behind the scenes during an auction, but she considered this an emergency. And she was hoping the auction room would be mostly empty as buyers paid for their newly acquired art, used the washroom, and indulged in the complimentary food and drink Mikaelson's offered in the foyer.

Realizing that she could no longer hear Rebekah speaking, Caroline silently approached the deep red velvet curtain separating her from the auction room, moved it just slightly to the side and peered out into the room before her. She saw empty chairs and a few people standing near the back of the room, including Rebekah. Seeing Yves still positioned near the podium at the front of the room, Caroline crept out, hoping to stay discrete. Glancing over at the small crowd on the other side of the room once again, she saw a head of familiar dirty blonde curls. Ducking her head down and focusing on Yves, she prayed Klaus didn't see her.

"Yves!" She hissed, trying to find the balance between keeping her voice as quiet as possible and also making it clear she needed Yves to listen to her: now.

Thankfully, he looked up at her words and scurried over next to her, understanding immediately that she wouldn't have ventured out to see him if it wasn't an emergency.

Caroline decided it was best to complete the rest of their interaction in gestures, rather than words, grabbing the clipboard right out of Yves' hands when he reached her side and comparing his presentation order to hers. Quickly seeing he once again had an outdated copy, she replaced his with the proper list and scribbled 'wrong presentation list!" in big red letters over his old list, removing it from his clipboard altogether. Yves seem to cower slightly under her glare, but Caroline had no sympathy for him. She had sent him the updated list, he had simply not checked his email before coming in for the auction this morning; this screw up was all on him and when they were not in a public forum, she was going to let him have it.

Satisfied that she and Yves were now on the same page, quite literally, Caroline lifted her head, unable to resist one last look toward the back of the room, hoping she'd remained unseen. Her breath caught in her throat as she saw Klaus, looking over his shoulder, eyes on her, the corner of his mouth twitching with the beginnings of a smile.

She was so absorbed in reading Klaus' expression, watching his eyes crinkle in the corners as he grinned at her, that she almost didn't notice the man standing behind him, the person he must have been talking to moments earlier. When she finally did see the man over Klaus' shoulder, cool blue eyes in an impossibly handsome face, her heart stopped and her throat closed tight, she could feel the blood draining out of her face. Her body moved, without her even thinking about it, and she stumbled awkwardly into Yves, who grasped her by the arm and held her upright. Somewhere, as if in the distance, she heard him asking her if she was all right, but she could only shake her head, unable to get any air into her lungs to say anything.

Caroline struggled to move her limbs, and through sheer persistence she reached the red velvet curtain, moving past it into the backrooms. She frantically closed the curtain tightly blocking the auction room from her sight, as if a fabric barrier would protect her from the man in the other room.

Caroline's feet worked on their own, moving her through the building, down hallways, wordlessly passing catering staff and Mikaelson employees alike, until she reached the ladies room. Thankfully the staff bathroom was empty, as Caroline leaned over the sink, breathing deeply, trying to keep her lunch down as her stomach churned. She had no idea how long she stood there, hunched over, waiting for the fear and panic to pass. Finally feeling her system calm down, Caroline shakily turned on the taps and splashed water on her face; anything to shock herself out of the stupor she was in. Lifting her head slowly and looking at her pale reflection, Caroline seriously wondered how she was going to get through the rest of the auction.

'Pull yourself together' she told herself. 'You are a professional. You are not afraid. You will not let your past rule your present.'

Pushing herself upright, Caroline wiped the water from her face and pinched her cheeks, giving them some colour. She checked her hair and her clothes and when she was satisfied that she didn't look like a woman who had just seen a ghost, she took a steadying breath and headed back out. It was time for Caroline to prove that she could be stronger than she ever thought she could be, certainly much stronger than the girl she'd been five years ago.

If Klaus had to listen to one more middle-aged banking executive ramble on about the importance art in modern America, he was going to go off on someone. And it wasn't going to be pretty. It appeared that everyone at the auction wanted Klaus and all the Mikaelson's to know how very much they loved art, but absolutely no one had a controversial opinion about anything, obviously afraid to rock the boat. Klaus enjoyed a good debate about art, he craved heated arguments, and he loathed when people went out of their way to agree with everything, not having the guts to take a stand.

He was grateful when the auction began, and he could stand at the back of the room, listen to Yves auction off items, mentally tally their profits for the night, and watch the security team like a hawk, to make certain everyone was doing exactly as he had instructed. So far he had a list of three security guards who would be on the receiving end of a personal lecture about the meaning of 'professionalism' and 'attention to detail'.

As he watched his sister graciously thanking all the bidders who had purchased art during the first auction, he wondered how he was going to make it through the next hour of mandatory mingling. Having an extended break between the two auctions was logical and practical, but also torturous, especially when his patience had already worn so thin.

Somehow, after suffering through an inane conversation with a horribly pretentious state politician, who had declared Bacon's art to be 'vulgar', Klaus found himself standing beside Rebekah, who was currently entertaining a small crowd.

As his sister prattled on about something or other, Klaus looked over the group around him, eyes landing on the man across from him, one of the few people he had seen all night who under 40. Giving the man a thorough once over, he decided he did not like the sly smile on his face as he watched Rebekah speak, the casual way he held his tumbler of whisky, or his casual, comfortable stance. Whoever this man was, he was over confident, bordering on arrogant, and was likely at the auction for the free food and drink, not for the art.

Desperate for distraction, something to keep his mind off how much he'd like to wipe of the smirk off the face of the man across from him, Klaus turned his body minutely to the left and glanced casually over his shoulder. He was thrilled to find Yves, head down and chastised faced as Caroline wrote aggressively on a notepad beside him. Klaus admired the way Caroline's dark plum coloured dress hugged her body, emphasizing the swell of her breasts and her lean waist, before it flared out over her hips and floated down to her knees. He had never seen her in anything but pants, and found he thoroughly enjoyed the opportunity to see her legs exposed: long, lean and toned. Bringing his attention back to her face, he felt his amusement grow as he watched Caroline scold Yves in complete silence, with several pointed glares and forcefully scribbled notes. She really was a sight to behold: cheeks flushed, body tense, and pen tucked behind her ear.

As Klaus gazed at Caroline, briefly wondering what had her in such as tizzy, the conversation around him and his earlier irritation seemed to fade away. Klaus let himself enjoy the sight before him: the crease in Caroline's brow as she scolded Yves, the frantic yet gracefully movement of her hands as she gestured, and the impatient tap of her foot on the floor. For reasons unknown, Klaus found himself fixed on her hair; firmly wrapped up in some sort of twisted knot. What did her hair look like down? How long was it? What would it feel like to run his fingers through it, pulling her close, brushing her hair aside to expose her neck to his mouth –

Klaus was pulled abruptly out of his latest Caroline centred fantasy when he noticed Caroline had lifted her head and was looking straight at him. Her eyes were wide in shock, her lips parted slightly. He watched her lips curve up slightly, beginning to smile, and felt he own matching hers. Klaus felt an ache in his chest at the sight of Caroline's softening gaze; when was the last time someone had looked at him like that? As if they were truly pleased to see him? Klaus closed his eyes, contemplating his own questions, knowing the answers were 'no one' and 'never'.

Opening his eyes once more, his fists clenched at the sight before him. Caroline's face has lost all colour, the clipboard in her hands was shaking, and her eyes were wide with horror. Swamped with conflicting emotions; guilt, concern, confusion, anger, Klaus froze in place, wanting to make his way over to Caroline immediately, but afraid to scare her even more.

"Isn't that right brother?" A voice sounded to his right. "Nik?" His sister's irritated voice broke through his haze, demanding his attention.

Wrenching his now troubled gaze away from Caroline, Klaus consciously wiped his expression clean, focused on Rebekah, realized he had no idea what she was asking him about, and chose the best answer he could come up with.

"Of course." He replied, feeling Rebekah's rest hand on his arm, keeping his attention focused on the group around her.

The men surrounding Rebekah chuckled in amusement and Klaus vaguely wondered why his reply was so humourous. However, his thoughts were still dominated by Caroline's terrified expression, and his intense need to know what had caused such a strong reaction in the beautiful blonde.

"Well gentlemen, I think we should proceed into the foyer. We wouldn't want to miss out on the refreshments." Rebekah spoke, ever the perfect hostess.

Feeling Rebekah pull him forward, her hand firmly gripping his arm, Klaus almost growled in frustration. He had never had much use for Rebekah's manipulating and controlling ways and tonight was no exception. Unfortunately, in such a public setting, his options were limited. Public image was of the utmost importance tonight, and heaven forbid he, the black sheep of the Mikaelson clan, should make a scene.

Begrudgingly, Klaus escorted Rebekah from the auction room, playing the role of doting brother, all the while haunted by the look on Caroline's face and the fear that he had been the one to put it there.

"Where is he?" Rebekah shouted, trying to be heard over the thumping bass pulsing through the Central Park penthouse. "Kol!"

"What Bekah?" Kol snarled, turning away briefly from the scantily clad redhead who had been grinding up against him.

"Where is Nik?" She demanded, frustrated by her brother's lack of attention.

She'd been searching through the penthouse for half an hour trying to find Nik with no success. She had, however; been accosted by a group of belly dancers, traumatized by a two naked men in the bathroom, and deafened by the thunderous music. Kol knew how to throw a raucous party, but he had no sense of subtlety or elegance.

"How should I know little sister? I've been otherwise occupied celebrating our recent record setting sale." Kol smirked, leering over the girl by his side.

Rebekah crossed her arms over her chest and glared intensely at brother. She was sick of his evasions. She wanted to find Nik and then leave this tacky party to go drink martinis with her girlfriends.

"Fine Bekah." Kol sighed, turning away from the overly eager young woman dancing beside him, and facing his sister fully. "Last I saw him; he'd headed out to the balcony with a bottle of scotch. A fetching, but very drunk young woman followed him out. I believe she might have been trying to seduce him." Rebekah tapped her foot impatiently, waiting for Kol to get to the point of his story. "Since she then proceeded to throw up on his shoes and cause him to storm out of here, I'd say she was unsuccessful." Kol finished, chuckling.

"Excellent. So you have no idea where he is then." Rebekah criticized, shaking her head in annoyance.

"Why the sudden urge to see our dear brother?" Kol inquired.

Rebekah sighed, "I wanted to speak to him about his sudden and inappropriate interest in one of our employees."

"Inappropriate interest in one of our employees? Do tell." Kol encouraged, leaning against the wall and settling in to listen.

"He seems to have taken a shine to Miss James, the auction coordinator." Rebekah admitted, still none too pleased by the turn of events.

"Miss James? The one that looks like a naughty librarian?" Kol pondered. "You're certain?"

"I'm suspicious." Rebekah amended, still unsure of whether she believed Caroline's denials and completely confused about Nik's recent behavior.

"You're spying on them, aren't you?" Kol said, a gleam of mischief in his eyes.

"Of course." Rebekah stated succinctly.

"Well consider me your new ally." Kol said, clapping his hands together. "Anything I can do to disrupt Nik is a win in my book."

"I don't want to disrupt him. I want to protect him." Rebekah clarified, sick of the petty feud between her two brothers.

"Do you want my help or not?" Kol pressed.

Rebekah mulled over Kol's offer: it would be very helpful to have another set of eyes keeping track of Nik and Miss James, someone who could report anything they did together that seemed out of the ordinary. On the other hand, Kol did not have pure intentions and she knew he would relish any opportunity to take advantage of Nik's weaknesses, real or imagined.

"Fine." She agreed. "But we, you, are just observing. No impulsive actions, no telling Nik we suspect anything. If he even gets a hint that we are prying into his life he'll lock everything down, fly back to England as soon as the security check is over, and we'll learn nothing! I want to understand our brother, Kol. He's been hiding himself away for years, and although I certainly don't approve of an office romance, I will take this chance to see something, anything, resembling real feelings out of Nik. And if Miss James so much as puts a foot out of place, I will crush her like a bug."

"Of course Bekah. How could you doubt me?" He assured her.

"This party is so bourgeois." She said, looking down her nose at the mass of drunken party goers scattered around the penthouse. "I couldn't possibly stay another minute." Turning on her heel, Rebekah strode out of the penthouse, determined to salvage her night of celebration elsewhere, perhaps at that hot new wine bar in Manhattan.

Caroline could feel the ache in her muscles as she made her way slowly to her office. It was already dark out, but Caroline had felt it was imperative that she stayed until every last piece of art was properly stored for the night, and all the evidence of the auction had been stripped away. If staying late had allowed her to grab a couple bottles of champagne from the caterer and store them in her office, well that was just a perk of the job, nothing more. Since her flash from the past earlier in the day, Caroline had made sure she stayed in the shadows, not even venturing near the auction room. She had clung to her clipboard like a lifeline, focusing only on her checklists, ticking items off furiously as the auction moved on. Staying late to assist with clean up had simply been a way to work off some of the anxious energy she had been keeping contained all afternoon long.

Entering her dark office, Caroline left the lights off, but kept her door ajar slightly, allowing a single beam of light to stream through the room. Making her way carefully to her desk, she ducked her head underneath it and removed a small black case taped to the underside of her desk. Flipping open the case and revealing the keypad, Caroline began typing in numbers as quickly as her stiff fingers could manage. Bringing the phone up to her ear, she waited with bated breath for an answer.

"Hello?"

Something about the voice on the other end of the phone, the familiarity, the comfort, and the strength of it, made Caroline's whole body quake. She clutched the phone harder in her hand afraid she might drop it, desperately clinging to it like a lifeline. She knew she had to speak, but she felt overcome with relief at the sound of the voice on the other end of the line, and she was suddenly at a loss for what to say.

"Caroline, is that you?"

Oh, that voice. Waves of emotion washed over her, silent tears streamed down her cheeks, and she finally found her voice.

"Mommy…"

Dun dun dun...

I hope this chapter, and Caroline's blast from the past, have kept you guessing.

Theories on what may happen next are more than welcome, as are suggestions for art and artists you would like to see in this fic.

Next up: Klaus, Caroline, a dark office... Chapter 8 will be posted next Friday!

Please review! Seriously it's the feedback I get that keeps me going some days.