A/N: Thank you to all that are following this story. Warning-mature themes in this chapter.

Disclaimer: I don't own Vampire Diaries character or TV show.

Chapter 11

Elena had spent the day with Rebekah. She had finally returned after disappearing from the nightclub chaos. She ran as she thought it was Michael after her. Elena learned that she believed Michael had killed her mother and had been chasing her and her siblings for over 1,000 years. Elena had been doing research with Ric and Bonnie and they had uncovered some ancient hieroglyphs that told the story of what really happened to the original witch, who was her mother. Elena was forced to tell Rebekah that it was not her father that killed her mother, but her brother Klaus, shattering the world she had formulated over the past 1,000 years.

Elena emerged from her bathroom and jumped slightly as she saw Damon sprawled on her bed. She secretly loved seeing him in her bed, but being in such close proximity made her heart race. He seemed rather smug. I wish I could just go back to hating him. My life would so much simpler, Elena thought. She signed. "Damon, seriously."

Damon folded his arms behind his head and turned to smile at her. "We got Michael."

"What? How?" Elena stepped toward the bed.

"No, idea. I guess Katherine came through. Told you I had it." He was wearing his smug smile. Damon then sighed and batted his eyes at Elena. She started pulling on the covers signaling for him to move, but Damon just continued to stare at her smiling. "Go ahead. Kick, yell, scream. I'm sure you have been planning your rant all day."

"I'm not going to yell at you." Elena gave up trying to pull the covers all the way down and tossed them over top of Damon so she could climb into bed.

"Why, not? I went behind your back, freed Stefan and it back fired. He's an even bigger dick than ever, just now he is dick on our side." Damon flashed a smile.

"I think I got Rebekah on our side too." Elena pulled the covers up and stared briefly at the ceiling.

"Really?" Damon asked with surprise turning his head towards her. "What did you learn from her?"

"I had to break her heart and tell her the truth about her family. I learned that she's just a girl. She lost her mom too young. She loves blindly and recklessly even if it consumes her." Elena looked at Damon, understanding her similarities to Rebekah and the depth of her feelings that she had been fighting for so long hit her full force. Damon must have noticed the change in her face as he gave her a quizzical look. She tried to calm her heart before it started racing, fighting back the desire to kiss him and give in to the raw passion and emotions he always seemed to elicit from her. Elena took a breath, "When it's all said and done, there is nothing more important than the bond of family."

Damon rolled on his side facing Elena and sighed. "Tell that to my brother."

Elena gave a small laugh and she rolled to face Damon. "I'm not mad at you for letting him out Damon." She said quietly staring into his blue eyes. "I think you are going to be the one to save him from himself. It won't be because he loves me. It will because he loves you."

"Can we talk about the rest tomorrow?" Elena looked into Damon's eyes and snuggled under the blanket inching closer to him. She snuck one last look at him and closed her eyes.

"Sure" he said quietly. Damon was shocked she hadn't kicked him out and he could tell by her breathing and heart rate she had already fallen sleep. If she wasn't kicking him out, then he wasn't leaving. Damon kicked off his shoes and pulled off his shirt dropping it on the floor. He moved under the blankets and watched Elena sleep. Just being like this with her gave him a sense of peace he rarely had experienced in his human or undead life. What did he see a moment ago in her face? Damon thought. Damon knew she cared about him, but that look seemed like more. They still hadn't talked about her saying she loved him in the car. Damon was scared to ask and feel the rejection he knew would come. She has such a big heart, even on her own death bed, she was trying to do something to give him comfort. Give him a beautiful memory to hold on to so he wouldn't go off the deep end like with Katherine. Damn Elena and her compassion.

Elena woke and thought she must be dreaming. There was a strong arm across her hip and a bare chest pressed against her back. She didn't need to move to realize Damon stayed. She opened one eye and saw her clock said 4 am. She clamped her eyes shut, pulled the blanket back up tighter and pressed herself back into Damon relishing in the safety and peace she felt in that moment.

Sunlight streaming through the window woke Elena for the second time. She rolled onto her back and stretched her arms over her head. She lifted her head and looked around the room. She was alone, no sign of Damon anywhere. She rolled over and grabbed the pillow Damon had slept on pulling it close. She could still smell him on it and tried to fight the disappointment at him being gone. Elena sat up and swung her legs onto the floor. Get up, shower, get dressed, face the day, Elena. No time for feelings.

Elena emerged from the bathroom after spending 30 minutes letting the steaming water hit her and trying to avoid thinking of what her life was. If they really had Michael, would this soon be over? Would more people get hurt in some scheme to save her? How much more of a price must be paid because she had the misfortune of being born the doppelganger? Elena pulled on a t-shirt and a pair of jeans.

As Elena emerged from her bedroom, she smelled coffee. She headed to the kitchen and found Damon putting pastries on a plate. He was wearing a button down black shirt and dark jeans different than the black t-shirt he had been wearing the night before. He handed her a cup of coffee and pushed the pastries toward her.

"Thanks" Elena said picking up a Danish and leaning against the kitchen island. Damon leaned against the counter watching her eat, sipping his coffee. He had woken and decided to go home, shower, change and grab some breakfast to give himself some time to think. For months he had been sensing the feelings and electricity with Elena and the confession from the previous week had him confused and on edge. The knowledge that they would be soon be facing Klaus, and for all he knew he would die in the melee that was bound to happen. He felt an urge to confront those feeling and lay all the cards on the table with Elena.

Elena was sipping her coffee. "We still haven't really talked in depth about the night you were shot. Should we be swapping death bed confessional stories?" Damon asked trying to keep his tone light.

"Don't Damon." Elena put her mug on the island and turned to leave the room.

Fuck it Damon said to himself. Damon grabbed her arm and gently pulled her back towards him. "After everything that has happened I need to know what's real. Tell me what's real."

"Please, don't. I ca-can't, I won't be like h-her." Elena stuttered.

"What?"

"The night you almost died, she said it was okay to love you both like she did. But it's not. You and Stefan have spent lifetimes hating each other over Katherine. She hurt you so badly, I can't let that happen again. You and Stefan can't risk losing each other over me. I can't let history repeat and be like her." Elena tried to pull away tears streaming down her face.

"Do you feel something for me?" Damon asked desperation in his voice and eyes.

"Yes" Elena admitted.

"Am I a means to an end?" Damon asked pulling her closer.

"What?" Elena's breathes were coming in rasps and her heart was beating faster as she and Damon drew closer.

"Whatever feelings you have for me, is it just so I will stick around to help you fix Stefan?" Damon's eyes searched Elena's face scared he was pushing her, scared he was setting himself up for the worst rejection of his life.

"Of course not" Elena whispered.

Damon moved his hands to Elena's face. "Then you're nothing like her" Damon whispered pulling her into a kiss. Elena felt her need for him rise. It felt so right to be with him. She didn't want to fight her feelings anymore. Stop it Elena, you're risking his life if you admit your feelings. Elena pulled back and saw the hurt and rejection all of Damon's face.

"You deserve more than the pain and suffering that comes with loving me, Damon. Leave me. Forget about me. You deserve so much better." Elena was sobbing and started to drop to her knees but Damon caught her and gently lowered her down and kneeled in front of her.

Damon half laughed to himself wiping away her tears with the pad of his thumb. "I'm the evil brother, Elena. What I deserve is to be alone, unloved and miserable my entire existence. You deserve someone that can make you feel safe and happy, someone that loves you for the beautiful selfless person that you are. Someone good and kind and places you above everything else in their life." Damon's eyes took on a look of sorrow and he gently brushed Elena's hair from her face stroking her cheek. "I love you so much it hurts sometimes to be near, but I know I don't deserve you. When we fix Stefan, he deserves you. He's the hero of the story and I'm the villain" he said with a sad grin as a single tear rolled down his face.

Elena felt like her heart was breaking seeing the sadness in his face. He was stubborn, arrogant, rash, but he was so full of passion and life. Ironic since he's dead. He made her feel safe and alive. Every nerve in her body was constantly on fire when he was near her. When they were together it was like a missing piece to her soul had been found. Elena desperately wanted to love him.

Elena reached out and touched his cheek staring into his beautiful blue eyes as he stared down into hers. She hesitated, but then leaned towards him. The kiss started out gentle and tentative. Elena reached her hand into Damon's hair pulling him tighter and the kiss turned desperate. Months of pent up denied passion and emotions flowed in that kiss. Elena felt herself being lifted onto the counter Damon standing between her legs. Damon pulled back suddenly and Elena was practically panting from the intensity of their kiss.

"Tell me this is what you want Elena" Damon said his eyes filled with passion and longing. "Tell me you won't regret this tomorrow."

Elena reached up and touched his cheek and Damon bent his head in response to the touch. "Make love to me Damon, please."

Damon didn't hesitate but crashed back into Elena for another kiss. Elena parted her lips to allow Damon access to her mouth and the kiss deepened. Reaching down, Damon picked up Elena's legs and she wrapped them tightly around Damon's waist. Before Elena knew it she felt her back against her bedroom door. Damon started trailing kisses down her neck, reaching his hand under her t-shirt to stroke her back. Damon deftly undid her bra as he slide his hand under the material to gently massage and rub at her nipple making it snap to attention. Elena fumbled with the buttons on Damon's shirt before she was able to get it open and it fell to the floor. Damon pulled Elena's shirt and bra off and kissed his way down to her breasts pulling one into his mouth twirling his tongue over her nipple. Elena moaned softly. Damon could smell as her arousal heightened and it took every ounce of self control not to just rip their pants off and thrust himself into her. He had dreamt about his first time with Elena for months and he wanted this to be something she would never forget.

Elena felt herself flying in the air briefly before landing on something soft. Elena was laying on her bed, with Damon standing between her legs with his patented smirk. Damon lowered himself and trailed kisses down her chest gently sucking on each breast before moving down kissing just above the waist of her jeans. Elena's breathes were coming faster. Damon slowly undid her jeans and pulled them and her underwear slowly down her legs kissing her olive skin as he went. Once her jeans were her in a heap on the floor he stood up looking down at her admiring every inch. "God, you're beautiful."

Damon reached for his belt, but Elena quickly pushed herself up onto her knees so they were on eye level. Her eyes full of lust and desire, "let me do that." As Damon stood before her, Elena started to gently kiss his chest. Damon hissed at the pleasure of feeling those gentle kisses on his body. As she kissed and caressed his chest she slowly undid his belt and the button on his jeans. She reached inside his jeans and was not the least surprised to find he was going commando. She gently stroked him up and down him as she kissed down his body. Elena pushed his jeans down releasing Damon's erection that was not becoming painful at how aroused he was by Elena's ministrations.

Damon stepped out of his jeans as Elena lowered herself so that she was sitting on the edge of the bed. She ran her hands up Damon's thighs and gently licked the underside of this erection before gently taking him into her mouth. "Shit Elena" Damon moaned as his hands tangled in her hair. Damon could feel his control slipping and new this could be over before it got started as Elena continued to slowly draw the length of Damon in and out of her mouth.

Elena was suddenly flat on her back and looking at a very smug Damon. "Why Miss Gilbert you are a naughty vixen aren't you? But now it's my turn."

"No fair" Elena pouted as Damon kissed her pulse point moving his kisses down her collar bone. "I didn't get to finish my turn."

Damon pinched her nipple smirking up at her. "Haven't we already established that I don't play fair?" Damon then took her breast into his mouth sucking and gently nibbling at her nipple. Elena moaned arching her back into him.

Damon kissed every inch of her body eliciting sighs and moans as he went. Damon moved between Elena's legs kissing her thigh. He felt Elena tense slightly as she realized what he was about to do. "Relax 'Lena, this will be amazing for you." He put his hand gently on her stomach rubbing small circles across her skin to help her relax. He kissed her other thigh and gently spread he legs wider to accommodate the width of his shoulders. Damon gently moved his tongue over her wet heat and Elena bucked up slightly in response. Damon used his hand on her stomach to keep her still as he explored her with his tongue.

"Oh, Damon" were the only coherent words that Elena could form as he massaged her clit with his tongue. Damon couldn't believe this really happening. Elena smelled and tasted better than he had ever dreamed. He gently inserted a finger and then a second resulting in a cry of pleasure from Elena. She clutched the sheets with one hand and moved her other hand to twist into his hair. He continued to pump his fingers inside her quickening the pace while massaging her clit in more frantic circles. Elena could feel the tingling start in her toes and work its way through her whole body and as she went rigid as she experience the most intense orgasm of her life.

Moving back up to settle between her legs his erection at her entrance, Damon stroked Elena's cheek allowing her to catch her breath. "That. Was. Amazing." She managed to get out between breaths.

"I aim to please" Damon said wiggling his eyebrows at her.

Elena pulled him down to into another passionate kiss. Elena lifted her hips slightly indicating what she wanted. "Please Damon. I need to feel you inside of me."

Damon slowly entered Elena and pausing to allow her to adjust to his size. He thought his little undead heart just skipped a bit at the feeling of being inside Elena. It felt like home, like being inside Elena was the only place he should be and making love to her was the only thing he should be doing the rest of his life.

Damon slowly started to move inside of her. "Fuck, Elena." She was so tight and wet for him he felt like a teenage boy that may only last 2 minutes, but years of practice taught him how to maintain his control in order to make this amazing for her.

Elena threw her head back in ecstasy at the feeling of Damon moving inside of her. Moaning she dug her nails into his shoulders. They quickly found a rhythm sensing what each wanted as if they had been lovers for years. Elena pushed up on Damon's hip to flip them over. She slowly rode him, rising and lowering along the full length of him. Elena looked down at Damon as he closed his eyes moaning Elena's name. She leaned over biting at his nipple her hair grazing across his chest and Damon growled in response. Elena smirked to herself enjoying that she could elicit that kind of response from him. Damon opened his eyes and felt his control start to slip at he watched the most beautiful creature with a look of pure pleasure on her face as she rode him. He bucked his hips slightly, quickening the pace. He reached between them rubbing her clit. He could feel her orgasm building. Damon flipped them over pressing Elena back into mattress, drawing one of her legs up towards her chest to allow for deeper penetration. Elena arched her back crying out as he reached her g-spot.

Damon wound his hand into Elena's moving it above her head. "Elena, look at me." Elena's brown eyes full of passion and love locked onto Damon's that were full of love and desire. Elena's whole body tensed and Damon felt her walls clench around him and she cried "I love you Damon" her eyes never wavering from Damon's causing him to release deep inside her seconds later. As their bodies slowly relaxed and stopped twitching, Damon brushed his hand along Elena's face, "I love you too." He then buried his face in her neck as she stroked his hair while he remained inside her.

"I'm scared Damon. How am I any better than Katherine?"

"I meant what I said earlier. You're nothing like her" Damon said softly into her neck. Elena looked at him with tears in her eyes. "Katherine was right that night about one thing. It is okay to love us both. As much as I can hate Stefan I know that he's my brother and the only family I have. Even if he can be a royal asshat. We're big boys, we'll figure out how to co-exist with only one of us able to be with you."

"I can't be the reason you hate each other. I would never want something to come between me and Jeremy."

"Be honest with us and do what your heart tells you. In the end if its Stefan you want I'll walk away but I won't go far. You're stuck with me in some way forever whether it's as a friend to my brother's girlfriend or lover." Damon surprised himself by his own words. He actually meant it. This time if Stefan was chosen he wouldn't walk away from his brother which meant he couldn't walk away from Elena either.

Elena wanted to admit she could never be with Stefan. Things could never be the same with him. She loved him, but loving him was never easy. They had to fight too hard to be together. She would always love Stefan, but she was in love with Damon. Her fear of doing to them what Katherine had done froze her tongue.

"She never loved me, you know."

"Katherine?"

"I was a toy for her when she was bored and a means to capitalize on sibling rivalry to get Stefan to fall even harder for her. In her own sick and twisted way she really only loved Stefan."

"I'm sorry." Elena rarely saw this side of Damon. He always hid behind his arrogant and glib attitude and she knew that she was the only one that saw these brief moments behind the façade.

"Just like her it seems like everyone that loves me pays a price. My life is a wake of death and destruction same as Katherine's."

Damon pushed himself onto his forearms running his hands through her hair his eyes filling with a look of pain. "You tried to let yourself die to protect me and my brother. Katherine was a self centered bitch that never gave a second thought to anyone but herself. She sought to hurt and destroy whereas you think only of others. Never think you're like her again."

Damon gave her a crushing kiss. Elena could feel him growing hard inside of her and she moaned as she could feel him fill her. Damon slowly started to move again.

"Serious discussions over for now. Time for round two, Ms. Gilbert."

"I like the sound of that Mr. Salvatore" she breathed running her nails down his back raising her hips to meeting him thrust for thrust.

"Oh, god, Elena" Damon cried out. He raised himself to knees and Elena wrapped her legs around Damon's waist. He turned them and Elena felt herself pressed against her head board as Damon supported her with one arm while needing her breast with the other. He kissed and sucked at her neck and resisted the urge to bite her. That could come later. Today was about reveling in being with Elena, inside Elena. About pretending that she didn't love Stefan, pretending that Klaus didn't want to kill him, pretending Michael might not hunt them all down and stake them where they stood.

Their pace quickened and Damon pounded into her as Elena cried out Damon's name over and over. Their first time was about showing love and tenderness. This time was a release of denied desire and need for each other's bodies. Damon shifted his hips a little finding the angle that sent Elena over the edge. Damon quickly followed calling out her name. The two collapsed back on the bed limbs and sheets all tangled.

"No regrets, Elena?" Damon panted.

"No regrets, Damon. I love you." Elena laid across his chest and fell asleep a small smile on her lips.

"I love you." Damon pulled her close sighing in contentment and quickly followed Elena into sleep.

Damon woke up saw that evening had descended on them. The streetlights shining outside through Elena's curtains caused intricate shadows to play across her skin. Damon looked down and smiled at seeing Elena's head resting on his shoulder, her leg and arm thrown across his body as if to keep him from running away. As if he could ever run away now.

A car pulled in the driveway and Damon turned his head to look at the clock. "Elena" he said stroking her cheek. "Elena, wake up." Elena lifted her head giving Damon a smile.

"Hi." She said sleeply.

"Hi, back. We might want to get up. Alaric and Jeremy are home. Unless you want round three" he wiggled his eyes.

Elena picked up her phone seeing missed messages. "Crap! I was supposed to meet Alaric to finish reviewing the research to make sure we didn't miss anything." Elena jumped up and started pulling on clothes. "Go out the window and come back to the front door like you were just coming here for dinner."

Damon listened to Alaric and Jeremy as he pulled his pants on. "I have left 10 messages. She was supposed to meet us an hour ago" Damon heard Alaric say. The door opened and Jeremy said "Try Damon. If anyone would know where she is and if she's safe it would be him."

Alaric pulled out his phone stepping through the front door pressing 1 on his speed dial which was Damon. How had that happened, that a vampire was the first number in his speed dial? Alaric put the phone to his ear and heard a ringing from the kitchen. He moved to the kitchen and saw a phone on the counter. He picked it up and saw on the caller ID Alaric. He turned around and saw Damon's coat hung on a kitchen chair.

Damon sat on the bed slowly buttoning his shirt. "No need to hurry anymore" he said giving Elena a smirk.

"Why?" Elena eyed him suspiciously.

"Well someone distracted me by begging for sex and I left my phone on the counter. Big bad daddy vampire slayer just called it in a panic looking for you. He's a smart man, I guess he will put two and two together."

Suddenly footsteps were heard on the stairs followed by a rap on the door. "Elena, Jeremy and I have dinner downstairs if you want to eat."

Elena breathed a sigh of relief. "I'll be down in a minute."

"Make sure you bring Damon down with you." Elena shot Damon a look of complete embarrassment as she could hear footsteps head back downstairs.

Damon smiled and shrugged as he continued to button his shirt. "I'm up for round three if you want to make them wait" he crossed the room his voice thick with lust.

Elena looked up at him innocently. "Keep it in your pants Salvatore." Elena started to walk away and then peeking over her shoulder "until I take it out later."

Damon blurred pinning her to the door. "You are playing with fire" he said kissing her. Elena returned the kiss then pulled open the door to head downstairs.

Elena walked into the kitchen head down heading for the cabinet to grab plates. With her back to Alaric she said "Sorry for missing us meeting up. I should have called." Elena knew it was pointless to make up an excuse.

Damon walked in behind her. "Hey, Ric, how's it hangin'?" Damon smiled leaning against the counter.

"You, outside now" Alaric charged down the hall toward the front door. Damon rolled his eyes at Elena and Jeremy and followed Alaric.

"So, how was your day?" Damon heard Jeremy ask Elena laughing. "Jeremy" followed by a slap on the arm. Damon smirked as he stepped onto the porch and closed the door.

Alaric had his back to Damon, his foot tapping. "What's up there R-R-R-Ric?" He plopped down on the porch swing letting it swing gently.

Alaric turned around fists clenched. "You slept with her didn't you."

Damon crossed his arms and gave his patented smirk. "A gentleman never tells."

"Damnit Damon. What part of take a beat and back off didn't you get?"

Damon felt his anger start to rise. "It's none of your business Ric."

"I know you care for her and she cares for you, but getting involved is just going to mess with her head. I'm responsible for her and won't let things get any more screwed up for her than they already are."

"Back off Ric." Damon was on his feet.

"She's not some prize to steal away from Stefan."

Damon grabbed Alaric and slammed him against the house knocking the wind out of Alaric. "I fucking love her." Damon let go and stepped back.

Alaric leaned over to catch his breath and then looked at Damon who was seething fists clenched at his sides. "Shit, Damon, I'm sorry. I knew you cared about her, but I didn't realize it went that deep."

"We may not survive all this business with Klaus, I didn't want to have any regrets with her." Damon said quietly shocking himself that he admitted anything so personal to Alaric.

"If anything goes wrong, do I uh, have to worry about you going off the deep end killing half the town?' Alaric said awkwardly running his hands through his hair.

Damon started to head for the door freezing with his hand on the knob. "If anything goes wrong and I can't protect Elena, I will take off my ring and greet the sun with open arms."

Damon suddenly put on his usual smirk. "Just want to be thoughtful so you don't have to go all Buffy on my ass."

A/N: Please review!

ow