AN: The way for this chapter is: "I think you're beautiful."

I almost had Elena do the way, but I had an idea already in mind with this one.

She smooths her hands over the skirt of her dress, she's too nervous to be comfortable, and she's adjusting her shoes when he walks in. His tie is crooked, she notes.

She walks, and she's so beautiful that it almost physically hurts him. They're just going as friends, he reminds himself. Of course Caroline would make them both go, and Elena would ask him to go with her as a friend. Caroline's trying to push them together, to his slight irritation. If Elena felt something for him, she would have told him like she tells him everything else. She hasn't. It's not in her nature to keep things from him, especially not her feelings-he's come to terms with being unrequited. It's fine. Honestly. She straightens his tie, and it's interesting to him, usually he's the one invading her space, and she lets him. The tables have turned.

"It was crooked." She says in explanation, and he nods.

"I know it's just Caroline and a few hundred people we don't know-" He can hear sarcasm in the last half of that, he's proud some of his snark has worn off on her-he returns his attention to what she's saying.

"But I feel underdressed, even though Caroline says I'll be fine. I feel like I look horrible, but I just-" She trails off.

"You don't look horrible." He assures her.

"Gee, thanks." She says sarcastically, as she walks to the door. He resists the urge to roll his eyes.

"I think you're beautiful." He confesses, and she spins around to look at him.

"Are you just saying that because you have to?" She asks. He shakes his head.

"We both know I am not. You look exquisite." He says honestly. Elena stares at him for a moment before her phone rings. She accepts the call.

"It's Caroline." She mouths, forgetting he can hear. At least he gets to dance with her all night, he thinks.