Stefan wakes up in the back of the truck.

"It's about time." He turns on his side and see's Alyssa stretched out. It was obvious to him that she had been waiting for him to wake up. "I was starting to get bored."

"What happened?"

"Klaus has been breaking your neck all afternoon. He has quite the temper." She stands up looking down at him and shrugs, "can't say that I blame him, betrayal would light a fire under anyone." She turns and jumps down from the truck and stretches.

Stefan gets up and follows her taking a look around. Taking a note of the familiar sights he turns to her and asks, "Why bring us back to Mystic Falls?"

She knew he wasn't going to like it but given the current circumstances she really didn't have a choice, "Well Stefan, after you stupidly went after Gloria and got yourself witch-napped I had to have a reason for killing her. He would have been suspicious otherwise and the last three months I spent gaining his trust would have been wiped away and I couldn't have that. So I told him that you killed Gloria but not before she found out about the necklace. That meant that I had to tell him that Elena was alive which of course I denied knowing anything about."

"If he finds her, he's going to kill her. You know that."

"And I'm supposed to care why?"

"She's your sister. Part of me has to believe that you care."

She sat her hand on his cheek looking deep into his eyes. "I do care Stefan," She reaches behind them for the crowbar in the truck. She jams the crow bar into his back clear through to the other side. She turns away and he falls to his knees. "Just not if she dies."

She waits until she's away from the truck before she runs. She doesn't stop until she gets to the predetermined location she had chosen. It's where Elena was going to be thanks to Caroline who she knew was going to want to participate in senior prank night. They had only been talking about it since freshman year and she knew she wasn't going to let them skip out on it despite everything that happened.

Caroline was that predictable as were many of Elena's friends. It's how she knew Bonnie would help Klaus figure out his hybrid problem with the right motivation. As it happened, she walked upon it as he was making out with Caroline Forbes in the empty halls next to a locker covered in honey as she walked into the building which she hadn't expected.

Caroline didn't seem like his type but then again neither did herself or Vickie but she supposed he would be with anyone willing enough. And from the look of their kiss, Caroline was definitely willing.

"Well don't you two look cozy."

Tyler steps back from Caroline squinting in the dark. "Alyssa?"

"Elena said that you were with Klaus." Caroline says a little skittish.

"I was. Now I'm back." She looks at Tyler. "I would ask if you missed me but," she looks at Caroline and then back at Tyler, "it's pretty obvious."

"You were the one who skipped town with Klaus. I didn't know when or if you were coming back and in case you forgot you told me to get lost before that."

"You seem to be missing one small detail. Or did you forget about Jules and her rat pack locking me in a cage and torturing me. How about when she pointed a gun at me filled with wooden bullets and you stood there and did nothing because you were what you said, "confused". So was I. I thought we were friends, Tyler."

"Were we friends when you and Damon killed my Uncle Mason?"

"Mason got himself killed when he threatened to go to the council. He took the first shot. I just finished it. But I didn't come here to relive the past or to apologize for it. I did what I had to do to save my friends and I always will. Which brings me to why I'm here. Klaus wants to sire more hybrids, only problem is the ones that we've run across have all died during transition. Klaus thinks it's because Elena's still alive so to test that theory, we're going to need another werewolf and they are difficult to come by."

"You want me to hand myself over Klaus?"

"It's the only way."

"Forget it no way."

She pauses for a bit and looks at him. "I'm sorry, did you think I was giving you a choice."

Caroline puts herself between them. "You're not going to touch him."

"Who's going to stop me? You?"

She backs Tyler up, "I'm older than you. Which means I'm stronger." She runs at her and gets slammed into the lockers nearby.

Tyler lunges at her. "Leave her alone!"

She swats him off her and into the lockers of the hall focusing on Caroline who she lifts off her feet taunting her. "Poor pathetic Caroline. Always everyone's second choice. First with Matt then with Tyler. You're even a backup in the best friend department. I can't imagine what it must have felt like to watch Bonnie willingly risk her life to save Elena and yet wanted to kill you the minute you turned but then again you're no Elena. You're barely worth killing. Your boyfriend however is." She slams her head against the locker hard enough to snap it and drops her.

The door connecting to the next hall opens and Stefan comes in. Alyssa smiles when she sees him. He looks from her where Caroline lay unconscious on the floor and then to Tyler. His eyes wandering back over to her.

"Where's Elena?"

"If I had to guess," She answers as she picks Tyler up from the floor by his shirt effortlessly while answering, "with Klaus." She looks at Tyler who's barely conscious. "We were just about to look for them." She looks back at Stefan. "Would you like to come?" To Tyler she says, "I'm sure he's a little more than eager to meet you." She looks back at Stefan one finale time, ''He'll want to see you too."

She leaves that hall and enters the next pulling Tyler along with her. Stefan follows her and she stops outside of the gym. "After you."

He looks at her as he passes and walks inside.

Elena, who had been facing the door, sees him walk in and calls out to him.

He runs at a normal speed towards her embracing her saying her name as if she was a glass of water and he was a man dying of thirst. He pulls away and looks at her with a sorrowful look in his eyes and whispers, "I'm sorry."

Confused, she looks at him and then over his shoulder as Alyssa comes in dragging Tyler. Her face fills with relief as she sees her sister and tries to walk to her but Stefan stops her and her relief turns to horror when she sees Alyssa walk over to Klaus with Tyler in hand.

"What have I told you little sister," Klaus said to Rebekah with a smile. "If you want to catch a rat all you need is the right bait."

"So what does that make me?" Alyssa released Tyler knowing that he wouldn't be going anywhere. "The rat or the bait?"

"Depends, do you have something to confess?"

"Actually," At this, Klaus' face fell. She looks over to where Elena stood with Stefan and then back to Klaus. "There is something. Damon wasn't the only reason I left Mystic Falls. I did it to protect Elena. I knew that if you found out that she was alive then you would come after Jeremy and I couldn't lose him too. So I stayed to keep you away from Mystic Falls and from finding out that she was alive."

"Well that's disheartening to hear."

"I know and I'm sorry. Truth is it's my greatest flaw. Doing anything to protect the people that I care about even at a risk to myself."

"So why confess now? Why not continue with the charade?"

"Because I'm tired. I've put so much energy into protecting Elena, keeping her safe and it has cost me everything including my life and I don't want to do it anymore." She turns to her sister. "My whole life my accomplishments were measured by hers and they didn't quite measure up, not in my parents' eyes. Needless to say it left me feeling inferior. But I'm done with that." She turns back to Klaus. "I'm done with caring what other people want or how they feel. The last three months that I spent with you made me come to terms with what I am and accept it. And to prove to you I'm on your side," She walks over to Tyler, "I'm going to get you that hybrid army you wanted, starting with him." She glances at Klaus. "And I know just the person to help with that."

Bonnie was coming out of the Mr. Phelps classroom when she ran and Matt ran into Alyssa. Matt was happy to see her. "You're back."

Bonnie sensing something was different about her was a little more weary.

She briefly glanced over at Matt. "For now." Her attention went back to Bonnie. "You and I need to talk. Alone."

"It's okay." Bonnie tells her. "He knows."

Alyssa looks at him. "You mean that you, Caroline, Damon and Stefan are vampires. Tyler's a wolf and Bonnie's a witch. Yeah, I know."

"So we can talk freely." Bonnie says getting to wait it all boils down to.

Running on borrowed time she says, "I need you to come with me, now." She doesn't waste any time explaining and walks back to the gym.

"Where are we going?"

"To the gym. Klaus is back and he brought his sister Rebekah. They have Elena, Stefan, and Tyler. I think they're going to kill him."

Bonnie doesn't need to know anymore than that to quicken her pace to get there before he hurts her friends.

"Klaus and Rebekah are on the other side of the building. We'll be safe here while we figure out a way to save them." She says pushing the door open for them to walk in and they do.

Bonnie comes to a stop when she sees the five of them in there along with Dana and Chad two of her classmates.

"No Bonnie, get out of here!" Elena yells afraid for her best friend. When she turns around Alyssa's standing there blocking her path to the door.

"No Bonnie," she grabs her by her upper arm and pushes her into the gym, "stay." Bonnie walks into the room confusion written all over her face.

"What's going on?"

"Exactly what I said," She says innocently.

"You said Klaus was going to kill them."

"And he will," she walks past her and over to where Rebekah and Klaus stood with Tyler. "But you could save them. Well two of them. I'm afraid Elena's fate is pretty much sealed but Tyler's and Stefan isn't. Unless you don't agree to help and then they're all dead."

"What are you talking about?"

Alyssa looks at Klaus who grabs Tyler putting him in a headlock.

"Well Bonnie it's simple," he says. "Every time I attempt to turn a werewolf into a vampire hybrid, they die during the transition. It's quite horrible, actually." He bites his wrist and makes Tyler drink his blood. "I need you to find a way to save my hybrids, Bonnie. And for Tyler's sake...You better hurry." He twists his head and kills him.

Matt stares at his best friend's dead body in shock. "He killed him."

"No Mattie," she explains to him, "He didn't. Well not if Bonnie can find a way to keep him from dying he won't be. You see, he has vampire blood in his system. Klaus blood will turn him into a hybrid. If he lives through the transition that is. There hasn't been a high success rate."

"And I'm willing to bet Tyler's life that Bonnie will come up with a way to save Tyler from sharing the same fate as the wolves who came before. Go on, then. Go and fetch your grimoires and enchantments and what-not. I'll hold on to Elena...for safe-keeping."

Bonnie looks at Elena who nods to her that it's okay and Bonnie takes Matt's hand and leaves with him.

"What about the necklace?" It was the reason he had woken Rebekah and what drove them to Mystic Falls. It was also what made Alyssa come clean to Klaus about everything. She knew he would figure out she lied eventually so she had to be the one to tell him so she could spin it to save herself.

"Katherine took it." Elena tells them.

Katherine, another one of her secrets but not one she was going to be willing to share unless it was useful to her. She still needed to have some cards to play.

"Of course she did. Guess there's nothing left to do but wait. Something I'm not a big fan of. So what to do in the meantime. How about a bite to eat. I haven't had a decent meal since we left Chicago." She looks over at Chad and Dana, "and I'm starving. What about you Stefan? Care to take a bite?"

She feigns forgetful and turns to him, "That's right you can't not without going all rawr. Must be tough. Being a vampire without ever being able to feed on human blood because then you'll turn all Hannibal Lector and start killing everyone."

She walks over to him. "They even gave you a nickname. What was it? Ripper. Now that guy sounded like he knew how to party. At least from what Klaus tells me. That guy I would love to see." She looks over to Klaus. "Wouldn't you? You said it yourself he was like a brother to you and he can be again." She turns back to Stefan, "And all he has to do is feed."

He wasn't going to do it on his own. So he was going to need to be persuaded. "It'd be so much better than killing him." She tells Klaus as she looks back at him, "which you could still do," she looks back to Stefan, "but this way is a lot more fun. Just something to think about."

She turns away from Stefan and towards the gym doors. "I'm going to see if I can't persuade Bonnie to work faster."

She found Bonnie on her back inside. "Bonnie, just the witch I was looking for. I came to find out how long this was going to take."

"Tell Klaus I'm working on it."

"Well he means to make you work faster which is why i'm here. What are you going to do?"

"I have no idea. The curse he's talking about is a thousand years old. My grimoires don't go back that far."

"Can you ask those dead witches that helped you before?"

"I don't have contact with them anymore. They cut me off when I brought Jeremy back to life."

She wasn't around for that. "What happened to Jeremy?"

"Caroline's mom accidentally shot him trying to Kill Damon."

"And you saved him?"

"Yeah and they cut me off as punishment."

"Well screw them." Jeremy's life was more important than being able to contact a bunch of dead witches, not like they were any big help anyway. "We'll just have to figure out another way."

"Jeremy is the other way. He has a connection to the other side, a consequence to me bringing him back. We were hoping that he could find someone on the other side to help us. But he's not answering."

"Then let's check the house. He's gotta be there or the grill."

"I was waiting for Matt. He went to get his keys but he hasn't come out yet."

"Then let's go get him." She follows Bonnie to the last place she had seen Matt and saw him walking out of the weight of the hall while carrying a weightlifting belt over his right shoulder and a round barbell weight under his left arm.

"Not sure I'm digging the new fashion statement Mattie." Alyssa says when she sees the belt.

"I'm not really digging the new you either so I guess we're even." He asks Bonnie, "what is she even doing here?"

"Klaus sent me." She answers. "He's getting impatient. We both are so lets find Jeremy and get this over with."

"I have a better idea and I know that it's going to sound crazy, but I think Vicki's trying to reach out to me."

"What?"

"I think she can help us save Tyler."

Bonnie disagrees. "No, Jeremy can help us save Tyler."

"We can't find Jeremy. We need to try something else. I have an idea but I'm going to need your help. Meet me at the pool." He heads in the opposite direction and although she has no idea what he's thinking but she heads to the pool and Bonnie follows.

"I don't get how Vicki can help especially since she's dead."

"I don't know but if Matt has another way out of this that doesn't involve Jeremy I'm all for it."

"I didn't think you would care."

"Jeremy is the only thing that I care about. And since you risked the wrath of a hundred witches something tells me that you do too."

Matt walks in with his weights and belt.

"Tell me again how this is going to help? Alyssa asks him.

"Jeremy can see ghosts because you brought him back from the dead. I need you to do that for me."

"What?! No, Matt, that's crazy!"

"This is going to work, trust me."

"Bonnie doesn't have that kind of magic anymore." Alyssa reminds him. "She can't bring you back."

"She doesn't need magic. She just has to be better than I was at CPR." He puts the belt down and attaches the weight to it with a chain so when he jumps in the water he stays at the bottom. He stands up hugging the weight in front of him, then walks forward into the pool and sinks to the bottom.

Bonnie and Alyssa stand and watch him, Bonnie wanting to intervene the moment he steps foot in the pool but Alyssa stops him, "just give it a second."

Five seconds past and that's enough for Bonnie. She jumps in the pool and removes the belt from Matt and raises him to the surface. His eyes are open but lifeless. She swims over to the edge and Alyssa helps pull him out and lays him on the side of the pool. Bonnie comes out next and starts doing chest compressions. A minute passes and there's still no sign of life.

Bonnie continues to perform CPR. Another thirty seconds passed and still nothing.

"What's wrong? Why isn't he waking up?"

Bonnie continues pressing down on his chest. "Matt, please! I can't do this. There's nothing else I can do!"

He wakes up and spits out water. Bonnie sits him upright.

"It's okay." She comforts him. "You're okay."

She gives him a second while he catches his breath and then helps him stand. "As soon as you're feeling better, I'm going to kill you."

"It worked. I saw her. I saw Vicki."

"You did?" Alyssa asks with a bit of longing in her voice. She wished she was able to see Vicki, talk to her but it helped knowing that she was around.

"She said she had a message for you." He says to Bonnie.

"For me?"

"From the witch that put the hybrid curse on Klaus. She said that Elena shouldn't have survived Klaus' ritual. The hybrids can't transition because Elena's still alive."

Bonnie realized what that meant for Tyler and so died Matt.

"He's going to die, isn't he?"

"I wouldn't be too sure about that." Klaus says from behind them leaning against the wall. "Given the choice, doppelgänger or a hybrid, I go hybrid every time." He leans from against the wall and walks out.

Something about what Matt said struck a chord with Alyssa. The hybrid couldn't live as long as the doppelganger was alive but if that were the case, she would have been dead. Well granted she was already a vampire when Klaus triggered the curse which was what set her apart from the dead hybrids. Well that and….

"Elena."

She ran out of the pool to find Klaus before he could kill her and her screaming. Klaus is sitting on a nearby table while Stefan feeds from Elena. Alyssa rushes him pushing him off her and uses the broken piece of wood and rams it in his chest away from his heart and tosses him across the room for good measure so he couldn't hurt her.

Klaus gets off the table. "What's the meaning of this?"

"This is me doing what I said I was. Making sure you're able to make more hybrids. You wouldn't be able to do that if she was dead despite what the witch who cursed you said. I'm proof of that. I'm alive and so is Elena. So I had to ask myself why did it work for me and not them? I died with vampire blood in my system just like them. I drank your blood and triggered the curse so why am I still alive? What makes me so different then I realized the answer to that is it's nothing I did." She turns to Elena who is holding her neck. "It's what she did."

Klaus, understanding where she was going, said, "She fed you her blood to complete the transition. Her blood is the key."

"It'll be easy enough to test with Tyler. He should be awake by now." She turns from Elena. "It shouldn't take much. A couple drops ought to do it. If I'm right, you'll have a new hybrid."

Klaus walks over to Elena and holds her up from her seat, "well then let's go test that theory shall we."

Klaus and Alyssa enter the classroom Rebekah, Tyler and Caroline are in.

Tyler is a wake and hunched over a desk.

"Well, the verdict's in." Klaus says. "The original witch says the doppelgänger should be dead."

Rebekah gets up and seems happy. "Does that mean we can kill her?"

"No, I'm fairly certain it means the opposite."

"What?!" Rebekah puts her arms around Caroline from behind and pulls her back, restraining her.

He looks at Alyssa. "Call it a hunch." He shows a test tube containing blood to Tyler. Rebekah holds Caroline so she can't move.

"Elena's blood. Drink it."

Caroline tries to free herself. "No! No, no, no, Tyler, don't!"

"If he doesn't," Alyssa says, "he'll die. This is the only thing that will save his life."

Tyler struggles with the decision but he finally drinks it.

"There we go. Good boy."

Tyler coughs, rolls over the desk, and falls to the floor, screaming and groaning and writhing. He holds his head and screams and his face finally changes. His eyes are yellow, he has fangs and veins under his eyes.

"I'd say that's a good sign." Alyssa says.

Klaus leans up from the table. "I'd say that's a very good sign."

"You know what's not good, Elena bleeding out on the floor."

"Right, we should attend to that."

"I'll get the car."

She pulls the car up to the school and Klaus comes out carrying Elena with Rebekah behind him. He puts Elena into the car and Rebekah slides in after him. He walks to the front seat and gets in.

Alyssa drives them to the hospital and Klaus takes her in while she drives around finding a place to park before getting out and meeting Klaus and Rebekah in the front of the hospital. Klaus was leaning against the car while Rebekah sat on the hood.

"So the doppelgänger isn't the problem. Her blood is the solution."

"Seems so."

"How did you know?"

Alyssa slides on the hood next to Rebekah. "He didn't."

"But I should. I know how much the original witch hated me. Do you honestly think I would do anything other than the opposite of what she says?

"A thousand years in the grave and she's still screwing with you."

"Well, it makes sense if you think about it." Alyssa says. "It was her fail-safe in case he broke the hybrid curse. The doppelgänger had to die in order for him to become a hybrid, but if she was dead. Then he couldn't use her blood to sire himself a new species."

"Leaving me alone for all time." Klaus adds .

Rebekah looks at her brother. "Is that what this is about? Your obsession with hybrids? You just don't want to be alone?"

"What I want is to take my girl, take my hybrid and get the hell out of this one-pony town. You know, why don't you, uh, why don't you get the truck? I'll get Elena."

Rebekah leaves and Alyssa starts towards the hospital.

"Well, look who finally decided to show up to the party."

She stops and turns around to see Damon standing in front of Klaus.

"Where is she?"

"Elena? Ah, she's making a donation to a greater cause."

Damon goes toward the hospital but Klaus stops him. "I'm afraid I can't let you interfere, mate."

"You'll have to kill me."

"Oh, I would love to kill you," He looks behind him to Alyssa, "but I made a pledge to Alyssa, and I like to keep my word."

Damon looks behind Klaus at Alyssa who stands there watching.

"Now run along." Klaus says but Damon doesn't move and Klaus turns away.

"Don't you want to know about your friend Mikael?"

Klaus stops and turns around, "What do you know about Mikael?"

"Just that he knows you're here."

"You're bluffing."

"Katherine and I found him. Consider it our leverage."

Klaus throws him against another car, and Damon falls on the ground. When Damon gets up, Klaus has disappeared but Alyssa's still there. He takes a step towards her and she runs off joining Klaus.

When she catches him, he's had the bags of Elena's blood that was taken from her in the hospital and he looked frantic.

"Whose Mikeal?"

"Someone I thought I was rid of a long time ago."

"He's what you were running from in Chicago."

"And if he knows I'm here it's not safe."

"Then we'll go. We have enough of Elena's blood. We'll make an army so big he'll be afraid to touch you."

"This is where we part ways I'm afraid. I need someone to look after Elena while I'm gone."

"Wait, you're not just going to leave me here?"

"Damon and Stefan have proven that they aren't capable of keeping her safe and if Mikeal comes looking for me."

"You don't want him finding the doppelgänger."

"I know what I'm asking of you…"

"No you don't or you wouldn't be asking."

"Yes love I do." He heard what she said back at the school, "but regrettably, I'm gonna have to insist."

She agrees without much fight going to the Salvatore house.

She finds Stefan standing in front of the fireplace in the conservatory with a drink in his hand. "I hope that's thumper in that cup."

He turns around and sees the liquid in his cup is dark.

"Bourbon," she stops in front of him, "that's worse. You only drink when you need to take the edge off.

He shrugs. "It's not so bad."

"You always were a bad liar."

"But you aren't. It's how you've been able to fool Klaus all this time. Except tonight I couldn't tell if you were."

"Truth is, the past three months I've felt more like me than I ever have and that scares me."

Damon came in with Elena looking considerably better than she did at school but the paleness in her face returns when she sees Alyssa. Stefan assures her that it's okay and that Alyssa isn't going to hurt her.

"He's right. I won't and I never wanted to. What I did was to protect you and Stefan. If I hadn't then Klaus would have killed him. I figured that if I could remind him of the fun him and Stefan used to have when he was the ripper he would want to have that again and there for spare his life."

"What about Tyler?"

"I did Tyler a favor. Thanks to Klaus's blood he's no longer subjected to a full moon. He can choose when and if he wants to turn and after watching the pain he went through the first time I'm pretty sure he's grateful that he'll never have to turn again."

"So all of this, Klaus finding out that I was alive. Bringing him back to town, what Klaus did to Stefan and Tyler, you planned all of it?"

"I had to after Chicago. Klaus got a witch to help him figure out why his hybrids were dying and that would have led him to you. I had to think of something that would keep him from killing everyone I care about."

"There was no way for you to have known my blood was going to keep them from dying before you came." She came to realization. "You were going to let him kill him."

"I know it doesn't seem like it but I do love you Elena. You're my sister regardless of DNA but your life isn't worth saving if everyone has to pay the price for you to stay alive. No one's life is including mine. So many people have died so that you can live and I wasn't going to let another name be added to that list."

"So why stop him? Why not let Stefan kill me?"

"Because Damon loves you Elena. I know you and Stefan don't want it to hear it but he's in love with you. Almost to the point of it being an obsession. I know what that kind of love feels like so believe me when I say that he wouldn't survive if anything happens to you and I couldn't live with myself knowing that I caused him that kind of pain. Truth is you make him into a better person. Who he was before this, before Katherine. I want that for him." She looks at Stefan, "I want that for both of you." She turns to Damon. "And I really wish that I could be that for you. But I can't be." She looks at the rest of them, "not if I'm going to do what I have to do to keep you safe."

"Why are we even talking about this? None of this matters anymore. Klaus is gone." Damon says. "The mention of Mikeal sent him running with his tail tucked between his legs."

"For now maybe, but he'll be back and he'll have a hybrid army with him when he does. Elena's blood is the key so she's safe and as long as you don't do anything to upset him we can find a way to live in peace. No one else has to die."

"Do you hear yourself right now?" Damon asks. "This is Klaus. The guy who sacrificed Jenna on a blood altar."

"Yeah and you turned Vicki, Killed Jeremy and Lexi, tried to kill Bonnie. You did kill Elena's mom, and you use Caroline as your own personal snack machine yet Elena and Stefan forgave you and I fell in love with you. Stefan killed Vicki. Elena fed me her blood and turned me into a vampire. I wiped out entire families and helped you kill Mason Lockwood. So don't kid yourself Damon none of our hands are clean in this.

You all seem to think that Klaus has turned me into some kind of monster but it's you. It's all of you. It's my love for you and my fear of losing you that makes me willing to do anything to protect you. Everything I've done was for this family. All the lives that I took all the bad that I've done was to save your lives. If you have a problem with that then kill her." She looks at Elena, "and lets be done with." Neither Damon or Stefan made a move. "That's what I thought." She walks away.