They had been traveling throughout Memphis, both the city and the surrounding area for weeks. It was dark now as Ayla stood outside in the middle of woods next to the parked car. Klaus had kept his promise and left her out of anything wicked and nefarious. But tonight, though she wasn't a direct witness, she was still a bystander.

She heard the screaming from the two girls that was likely inflicted by Stefan, who had only gotten more depraved as his time with Klaus elongated. She felt for him. She could feel that he was in agony, that he didn't want to be doing what he was. But she also felt how much he enjoyed it at the same time. How much he reveled in the blood, the violence, the fear.

It scared her sometimes.

"Why do you do that?" She asked him as she heard Klaus' footsteps coming up from behind her.

"Do what?"

"Hurt people."

"Actually, I didn't hurt anyone. Stefan did."

"You know what I mean, Klaus."

"I'm a vampire, love. It's in our nature. It's what we do."

"You're kind to me." She looked at him, waiting for an explanation but he just looked at her with a clenched jaw. "I've seen your humanity."

"I'm not kind to anyone." She just rolled her eyes and got in the car before she put her head against the window.

"You are ravaged by your own demons, Klaus. A thousand years on the planet and you're still so consumed with anger, and paranoia. Isn't it exhausting?" He stared at the steering wheel with surprised eyes, but refused to respond as she looked at him through the rearview mirror. "You are so hellbent on trying to be the monster everyone believes you to be. A thousand years of being lost, wishing that you could control your demons. It must be lonely." She stayed quiet for a moment. "But I think that's what makes you most human... the loneliness. Humans, vampires... in the end, I guess we're all just lonely."

Ayla walked into the bar and sat down on one of the stools by herself. She wondered what the hell they were doing in a dingy biker bar like this, as it definitely did not seem like Klaus or Stefan's style.

"Hey, Ray." The bartender greeted one of his customers, sliding her the drink she had just ordered. The man, who she assumed was Ray, just nodded back and beelined for a stool. The other customers all decided to gather near the pool tables and dart boards. So Ayla's eyes narrowed as the man sat just one spot away from her.

"Hey there, little darlin." Ray spoke to her and she looked at him. "I haven't seen you around here before."

"Just visiting." She looked away, taking a much needed sip of her drink.

"And you decided to stop in this dirty, old place? Only dirty girls come into this place." He gave her a flirty smirk, his eyes amused. "Are you a dirty girl?"

"Oh, wow, a real gentleman." She rolled her eyes, taking another sip of her drink. "I'll need a lot more of these in me before those lines start to work on me."

"Then let me get you another one." He flirted, but Klaus stood in between the two of them, ultimately separating him from the younger werewolf.

"Ray? Ray Sutton?" Klaus asked.

"Who wants to know?"

"I do." Klaus gave him a lecherous grin.

"Oh, is this your girl, man? I'm sorry… I didn't know."

"Not his girl." Ayla spoke up from behind Klaus, but both men just ignored her comment.

"And yet, you still degraded her." Klaus spat. "You know, I've been looking everywhere for you. We started in Florida, Pensacola. I met a young chap there who you worked with before you moved to Memphis. Now he directed me to two lovely young women. And they led me here. To you."

"I think I'll be going."

"Not so fast, mate. You only just got here." Klaus stopped him. "And you didn't get pretty little Ayla another drink."

"Not needed." Ayla downed her drink before standing up. "I'm going back to the car." Ayla walked away, not wanting to be involved in whatever was about to happen.

"You sure you don't want to watch all the fun?"

"You know I don't."

"Okay, sweetheart." He smiled at her and watched her walk away. Ayla just sat in the car, quietly, waiting for them to return. It must have been over twenty minutes before she locked the car doors, put her headphones in and fell asleep.

Ayla sighed as they walked for over an hour in the mountains and trails of Tennessee. She usually loved hiking, especially when she was younger. But today it was extremely hot and last night she had fallen asleep in the car for hours on end, leading her to have an ache in her back and a kink in her neck. Add on one cynical vampire, one maniacal hybrid, and the dead guy hanging over Stefan's shoulder, it wasn't exactly what she would call a fun day out.

"You okay? Is Ray getting heavy?" Klaus asked Stefan but she knew there was no real concern in his voice, only sarcasm.

"I'm fine." Stefan said. Physically, he was. But mentally… emotionally, Ayla knew that he wasn't. She was unsure if he would ever truly be okay again.

"You sure about that? You know, we've been walking for quite some time now. If you need some water or a little sit-down…"

"You know, I get that we're, uh- we're stuck together, but if we could maybe just skip the chitchat, it'd be great."

"So much brooding." Ayla spoke from behind them, Klaus looked back at her with a smirk. "And arrogance."

"And what of you, love?" Klaus continued grinning, knowing that her last comment was directed at him. "Do you need anything? Some water?"

"I'm fine." She told him, wiping a few drops of sweat from her forehead with the back of her hand.

"Good." Klaus continued walking ahead of them. "And you, Stefan, I'm sure we all can agree that your self-loathing is suffocating you, my friend."

"Maybe it's cause I'm a little tired of hunting werewolves. We've been at it all summer."

"Thanks to our pal Ray, we found ourselves a pack." Klaus spoke up, seeing all of the werewolves just a few hundred feet away from them.

"You're… you're not gonna hurt them, are you?"

"Of course not, love." He told her. "I'm going to change them. Let them become hybrids. Then they can change at will." He continued walking with Stefan as Ayla watched, he looked back at her. "Come along."

She followed behind them and the wolves immediately began tensing up and getting quiet at the sight of outsiders. Stefan tossed Ray's body onto the ground in the center of the campsite with a huff.

"Ray! Oh, my God!" A woman ran forward to his body. "What's going on? Who are you?"

"The important question is who am I." Klaus spoke up with a confidence, or rather arrogance. "Please forgive the intrusion. My name is Klaus."

"You're the hybrid." The wolves all took a step away from him.

"You've heard of me. Fantastic." He smirked, raising his arms slightly before moving to sit down on a tree stump, holding his hand out to Ayla. "Come sit, love." She nodded, sitting next to him, glad that her legs had a moment to rest from all of their walking. "It's fascinating, actually. A werewolf who isn't behold to the moon, a vampire who doesn't burn in the sun. A true hybrid." Ray's body began to awaken as he gasped for air. "Excellent timing, Ray. Very dramatic."

"What's happening to me?" Ray continued gasping for breath.

"Stefan." Klaus looked at him to explain.

"Are any of you human?" Stefan stood up. "Your friend here needs human blood to complete his transition to vampire. If he doesn't get it, he will die."

"Doesn't take much, just a sip." Klaus stood up now. "Anyone? A boyfriend, a girlfriend along for the ride?"

"What about her?" A guy pointed to Ayla and she furrowed her brows, wondering if Klaus would actually sacrifice her for his cause.

"Oh, she is not human." Klaus smiled. "And even if she was, I wouldn't dare drain an ounce of blood from her body." Klaus looked to the man who had just spoken up in fear. "But you… you are human." Klaus sped over the man and bit him on his forearm. The human screamed in pain as Stefan took him from Klaus' grip.

"No!" A woman shouted, charging at Klaus. Ayla stood up and clenched her first, the woman fell to her knees in pain. But Ayla knew that pain was a mercy compared to Klaus potentially killing her for the assault. Klaus looked back at Ayla and chuckled sinisterly.

"Thank you, Ayla." Klaus smiled. Ayla just unclenched her fist, the woman sighed in relief, but stayed in a hunched position on the ground. She looked to the woman apologetically, but the woman just stared at the ground in fear. Everyone was scared, she knew that much. She felt it.

"If you don't drink it, Ray, I will." Stefan said, holding the human's bleeding arm near his face. "Problem is, I don't know how to stop."

"It's the new order, sweetheart." Klaus told the woman on the ground. "You join us or you die."

"I'd rather die than be a vampire." She spat at his feet before looking to Ayla. "And you... you're a wolf. You're supposed to be one of us." Klaus didn't let her finish as he pulled her up off of the ground and held her in his grip.

"Wrong choice." He forced his blood into her mouth before snapping her neck. Ayla just looked away in shame, not wanting to see people, her people, be murdered. Even if they would come back as a hybrid, it still made her feel guilty. "She'll thank me for the later." He chuckled as Ray began feeding on the human. "Okay, who's next?"

Ayla's guilt had consumed her as she sat by and watched. Stefan had no choice but to go with Klaus. He had to save his brother. But her, she willingly chose to go with the hybrid. She couldn't help but think that her choice to go with him made her just as bad as him. Maybe she was a monster, too.

And as she felt the trepidation of the group wash over her, she wished that she too had a switch to turn it all off.

Ayla watched as Klaus and Stefan continuously did the same thing to all of the wolves. Every single one drank Klaus's blood and then had their neck snapped, like it was a monotonous routine. Like they weren't killing off an entire wolf pack to make their own pack of hybrids.

"There. Good as new." Klaus said, feeding his blood to the human to heal him. "Now you relax, ok, mate? We're gonna need you when the rest of them wake up."

"They're dead." Ray shivered. "They're all dead."

"Well, he's through his transition. He should be feeling better soon."

"So this is your master plan? Build an army of hybrid slaves?"

"No, not slaves." Klaus spat at Stefan. "Soldiers, comrades."

"For what war, Klaus?" Ayla asked, shamefully.

"Oh, you don't arm yourself after war has been declared, love. You build your army so big that no one ever dares pick the fight."

"What makes you so sure that they'll be loyal?" Stefan asked.

"Well, it's not difficult to be loyal when you're on the winning team. That's something you'll learn once you shake that horribly depressive chip off your shoulder."

"So that's why you're uh, you're keeping me around?" Stefan chuckled. "To witness my attitude adjustment?"

"You'll now why I'm keeping you around when I've decided that I want you to know."

"Klaus…" She tried to interrupt him when she saw Ray bleeding out of his eyes. "Klaus!"

"Yes, love." He looked down to see her kneeling in front of the man, trying to comfort him in any small way. He lifted the man's head and stared at him.

"Something's wrong. He's sick." She announced.

"Huh, that shouldn't be happening, should it?" Stefan had an amused tone in his voice.

"Well, obviously."

"You said it was gonna feel better." Ray shivered. "Why doesn't it feel better?"

"Some master race." She could feel the condescension rolling off of Stefan.

"Shut the hell up, Stefan!" Ayla yelled at him. "What can I do, Klaus? A spell? Something?"

"I don't think there's anything you can do." Stefan shrugged, not caring for the wolves or for her feelings.

"Lose the attitude with her, mate." Klaus spoke up, his arms crossed over his chest as he thought about their next move.

"We can't just let him die. If this happens to all of them, then we just wiped out an entire pack of wolves!" The girl that she used her powers on suddenly gasped awake, similar to Ray before her.

"Well, let's not get ahead of ourselves." He told her in an attempt to calm her down. "Derek, come feed your girlfriend."

Klaus was about to bite the human again when Ayla was unexpectedly pinned down to the ground by Ray. He snapped his teeth at her violently as she tried to push him off, but he was much stronger. Klaus quickly rushed to her side, pulling the hybrid off of her and throwing him like he weighed nothing, leading the hybrid gnash his teeth towards them before running off into the woods. Klaus reached his hand out to her and Ayla stared at it for a moment before grasping it, allowing him to pull her off of the ground. She gasped out a breath, she was scared for a moment, but just wiped the dirt off of her clothes. Klaus kept his eyes on her, ensuring that she was okay before he looked to Stefan.

"Go get him." Stefan sped towards the wolf and knocked him to the ground when Ray bit him on the arm. Stefan yelped in pain and stood up, watching the wolf run off before walking. Klaus walked off behind him as Ayla stood there, trying listen to what they were saying. She didn't hear much of their conversation before Klaus returned to her side, looking around at the awakening pack of hybrids. Klaus smiled at the sight of all them. Ayla just stood off to the side, afraid that they were all going to get sick like Ray and that she would be responsible for the death of an entire pack of her people.

It was dark now and she was fighting through her transition. Klaus was right. This was the fourth transition she would be fighting, and though her body still wanted to change, she knew she could fight it. It was only a fraction of the pain and torment that she was usually used to. Instead of the snapping and breaking of each and every bone in her body, all she felt was an occasional crack or rattle of them. Her head hurt slightly and her eyes still glowed with their amber hue, but she was fighting and she was winning.

"How are you feeling, Ayla?"

"I'm okay."

"Does it hurt?"

"Just a little." She said, it was uncomfortable but completely bearable. "You were right."

"I always am, love." He smirked, leaving her side to walk over to the human, Derek. "Bad news, my friend. End of the road for you." Klaus fed on him until he dropped and Ayla looked away from the dead body. She knew that vampires had to feed on blood, and she understood that, but she hated seeing it.

"Klaus…" Ayla whispered, when she saw a few of the wolves moving slowly towards her. Their eyes were still bloody but she knew that like Ray, they were all stronger than her. Even with her powers, she wouldn't be able to hold them all off.

"Careful." He told all of the wolves. "There's only one alpha here." One of them lunged at Ayla, smelling and hearing the blood pulsing through her body. Ayla took a step back as Klaus blocked the lunge immediately, ripping the wolves heart from his chest. Ayla just gasped and looked around at all of the wolves who looked as if they were rabid. She heard the gnashing of their teeth and their angry snarls as they began lunging towards her. "Bloody hell." Klaus muttered, pushing Ayla back behind him as several wolves started speeding towards them all at once. She clenched her fists and immediately every living member of the pack went down.

"I can't hold it for long." She grunted, falling to her knees, Her nose started bleeding as she heard some of the wolves screaming in pain. Ayla kept her eyes closed as it became more and more quiet in the middle of the woods. When it was completely silent, Ayla looked up to see Klaus standing next to her, holding his hand out for her once again.

She grabbed it and he pulled her up off the ground gently. She wiped her nose and gasped out for air as the exhaustion set in, both from the amount of magic she used and from fighting against the full moon. He escorted her back over to the tree stump where she sat down quietly, trying to calm herself down. She could feel Klaus' disappointment as they sat together quietly, each drinking a beer that the wolf pack had left.

"Did my powers kill some of them?" She whispered, before taking a sip. She prayed that she didn't kill any of them, though she had an inkling that she did.

"No, Ayla." Klaus stated, shaking his head as looked to her. "You didn't kill anyone. They were weak and bleeding out. They were going to die either way." Stefan came back a few minutes later, dropping the dead body that belonged to Ray onto the ground in front of them.

"They went rabid." Klaus explained, tears filled his eyes. "Some of them I killed, the others just… bled out. In the end, they're all dead." Klaus sniffled before he screamed, throwing the beer bottle against a tree. Ayla flinched at the sound of the glass smashing against the tree and Klaus' booming voice trailing throughout the woods. "I did everything I was told! I should be able to turn them. I broke the curse. I killed a werewolf. I killed a vampire. I killed the doppelgänger." Klaus calmed down and thought to himself for a moment before looking at Stefan. "You look like hell."

"Last I checked, I'm dying…" He held his arm with the werewolf bite out. "And you don't want to heal me." Klaus looked down at Ray's body again. "I had to take him out. I didn't have a choice. I failed you. I'm sorry. Do what you have to do."

"It should have worked." Klaus whispered. "What do you think Ayla? Should I save Stefan?"

"Yes." She answered, knowing that she had seen enough blood and death for the night.

"Her kind heart saves yet another Salvatore brother's life. Though I don't know why." Klaus bit open his hand and let it bleed into a bottle of beer. "How many times is it that she helped you and your friends?"

"Quite a few." Stefan looked to her.

"Yes, quite a few." Klaus confirmed, handing the bottle over to him. "Bottoms up." Stefan took the bottle and took a sip. "We're leaving."

"Where are we going?" She asked him while looking around at all the bodies, he followed her eyes, and she once again felt his dismay.

"Chicago." He looked to Stefan, who's eyes only widened. "Have you ever been there, love?"

"No. Only really ever spent time in Virginia and Florida. And now, Tennessee." He nodded at her before looking at the bodies then back to Stefan.

"It appears you two are the only comrades I have left." He looked at her and she could see the lonely expression on his face. He walked away slowly, Stefan following close behind him. Ayla watched the two of them walk off together. She took one last look at the sea of bodies engulfing her, her throat nearly closing in guilt at the thought of her being partly responsible. She blinked back her tears before following them out of the woods.

AN: I am so sorry it's been so long. But I hope you guys enjoyed this update. To all of the wonderful people who favorited and followed, thank you! And especially thank you to those whoo have reviewed (Blu3b3rryT3a, BlueBloodsSVUOrder, and the two guests). Let me know what ya'll think!