Disclaimer: Sadly, I own nothing.

A/N: Thanks for all your lovely reviews! Its really inspiring to see so many people interested in this story. I hope you enjoy this next part. You should all know that this chapter had a completely different outline & outcome but I started writing & got this instead. I'm pretty happy with the way it turned out. I feel like I have one more chapter to wrap up this version of Damon & Elena's story. So enjoy this & I'll get the last part out soon! :)

I'm drunk.

Yeah, I'm definitely without a doubt drunk lying on the floor of Damon's living room. I should have known when I came over here earlier mass amounts of drinking would be involved but I wasn't prepared for this. Somehow I've managed to ingest an entire bottle of whiskey… and it wasn't a small bottle either. I have no idea how I'm still conscious. Meanwhile, Damon is about to finish his third bottle of bourbon. Seriously, how can he even function?

We've been drinking in silence for hours. When I was finished, I laid down on the floor afraid to move because of the spinning. Throwing up in front of Damon wasn't exactly on my list of things to do tonight. Honestly, whiskey in any amounts gets me drunk. I should be in a hospital bed getting my stomach pumped after the amount I've had. What the hell was I thinking? Oh yeah trying to make Damon happy on his birthday.

Screw the silence. I'm over it. "How'd we get here?"

"You choose the floor," he answers as he pats the bottom of my leg.

I move my feet off the edge of the couch. If I'm going to attempt to sit up now I need all my limbs on the floor first. I place my palms flat on the floor and slowly lift my upper body. The room is spinning but not as much as before. I think I'm starting the sobering process. "I didn't mean at this very moment." I manage to maneuver my body and I am now sitting crossed legged on the floor now. The room really needs to stop spinning. Soon enough I concede. "I meant how did all this get down to you and me?"

He stops staring at the ceiling and turns to face me. "Bad luck?" I raise my eyebrow at him. He's not being serious. I want to be serious. I'm the worst kind of drunk; the kind that wants to get serious and have deep conversations once I start to sober. "I don't know Elena. It just happened that way."

"I think it was supposed to happen this way." And why did I say that? Damn it Elena. You should really just stop talking. You are moving into dangerous territory.

"You're drunk and apparently, you're a really bad one." Damon sits up on the couch and moves to sit directly in front of me. He raises one of his hands and places his cool palm against my right cheek. I move my face into it. His touch feels amazing. I never want his hand to leave my face. "I think you need to get some sleep." He moves his hand away and I feel the contours of my face convert to a pout. I don't usually pout but damn it I'm not completely sober.

"I'm not tired," I protest as he gathers up the empty bottles from the floor. "I'm trying to have a serious conversation with you."

"Hence you being a bad drunk," he comments as he places the four empty liquor bottles on the wet bar. He places his hands on his hips and looks over them quizzically. "How did we go through this much?"

"You drink like a fish?" I offer. He looks at me with raised eyebrows and I burst out in a fit of laughter. It's really not that funny but the look he's giving me right now… it's not the first time I've seen it but it's so much funnier when I've been drinking.

"Okay, you need sleep," he comes over to me, grabs my hands in his and lifts me to my feet.

"I'm sorry." I manage to let out as I get control of myself. Just breathe, I repeat over and over. "I didn't mean to laugh at you."

"Yes, you did," he says with a smirk as he brushes the hair out of my face. His touch is electrifying. It always is. I look up and my eyes get caught in the magic of his lips contoured into that perfectly sexy position. I love his smirk. It looks delicious. Oh my god Elena. Stop. You are just friends. Stop thinking like you are about to maul him. I quickly move my gaze and meet his eyes. "See something you like?" He remarks in that completely inappropriate yet perfectly Damon way. I step back because I almost can't stand to be near him. My heart is racing and I'm starting to sweat. "Easy killer. Let me take you upstairs."

He reaches for me and I step back again. "No… no… no one is going upstairs." I stammer when I'm nervous. It's Damon – I shouldn't be this tense.

He steps towards me again and again I step back. "What's wrong with you?"

"Nothing," I lie as I push my hair behind my ears. "I'm just not going upstairs with you."

"Elena, let's be serious." He takes another step towards me and I back away for the third time. "I haven't tried to take advantage of you yet, I'm not going to start when you're still drunk."

"Why not?" Wait, what? What did you just do Elena? We both stand there; afraid to move. He just stands there wide eyed, eyebrows raised, at a complete loss for words. I don't know what to say. I have to say something. I didn't mean that the way it sounded. Did I?

Only minutes past but it feels like an entirety. Say something Elena. Say something before he does. "That came out wrong." His face turns from shock into tragic disappointment. Damn it. Now I'm really sweating. I start pacing across the floor. The room has finally stopped spinning but I'm thinking it has less to do with my journey to sobriety than it does with my sudden inappropriate questions. "Wait, I don't know…"

"Its fine Elena," he says in a defeatist tone as he walks towards the liquor cabinet. "We all say things we don't mean when we're drunk." So much for your plan to make Damon happy on his birthday Elena. Way to freaking go. Note to self: no more trying to be a hard ass and match Damon's drinking habits.

I stop pacing and watch wordlessly as he opens another bottle of bourbon. I take a deep breath and walk towards him. Before his lips meet the bottle I grab the neck to stop him. He just looks at me hopelessly confused by my actions. "Stop."

"Stop what Elena?" his voice is hard, almost unforgiving. What have I done? I didn't mean to ruin everything. I wasn't trying to have this conversation tonight. At least I thought I wasn't. Damn whiskey and the illusion of courage it gives me. This was supposed to be about being a silent, supportive friend to Damon. How did this night get this out of control?

"Stop drinking so we can talk about this."

He rips the bottle neck away from my grasp and walks toward the fire place. "I really don't need to listen to you tell me how much our friendship means to you Elena." He takes a hard drink from the bottle. How can I fix this?

"Why are you making this so freaking difficult?" I yell.

"Uh oh, I better watch it before you start saying what you really mean." He takes another taste and looks at me disgusted. "Just go upstairs and sleep it off Elena." It's the way he looked at me after I told him it would always be Stefan – right before he broke Jeremy's neck. If we can come back from that then we can come back from this.

I take a deep breath before speaking again. "I'm wearing black underwear." Shit. What are you doing Elena?

"Wow!" He says as he shakes his head in disbelief. "Where the hell did that come from?"

"I don't know why I just said that." Who is this talking? This isn't me. I don't talk like this to anyone. Especially not Damon. What is going on with me right now? "Caroline said…"

"Okay, you can stop there. Anything that starts with Vampire Barbie said isn't reassuring." He leaves the bottle of bourbon in his hand by his side as he steps towards me. "Don't take her advice about anything."

"Damon, I…" He's so close to me I can feel his hot breath. It smells of bourbon and his signature sent. I can't help myself anymore. I need to come clean about how I feel – how I've been feeling. I've just been too afraid to wreck what we have. The truth is that I need to stop being scared. Maybe it's because I've spent the last couple hours lying on the floor as the whiskey settled into my blood stream thinking about everything and how we got here. We aren't just friends.

"You need to go upstairs, black underwear and all, so you can get some sleep.'' He says as he brushes his free hand along the length of my arm – from my elbow to my finger tips. His touch burns me to my core. I wonder if he notices how my body quivers at his touch.

He turns on his heel and walks back towards the fireplace. The flames are barely burning now. Unfortunately, this conversation is heading in the opposite direction; about to go up in flames. I take a deep breath and pray that I can recover from the trail of embarrassment I'm leaving behind every word that comes out of my mouth. "Are you still in love with me?" And let the humiliation continue.

He doesn't turn to look at me. He just places his free hand on the mantle as if he's trying to keep himself from collapsing. I should be the one trying to hold myself up here. "Elena, I'm begging you to stop talking and go upstairs."

My heart is breaking into a million pieces and I don't even know why. I should have expected this. Feelings change. I should know that better than anyone. Damon changed his mind. It sucks but at least I know that we really are just friends. I was wrong. "I guess that's my answer." I feel my tear ducts start to swell. I have to leave before he sees me cry. I won't cry in front of him – not about this. I turn around and start to leave. I really want to go home but I'm in no condition to drive. How did this whole night get so screwed up? I can feel the tears escaping the safety of my eyes. Don't cry, I keep telling myself as I start to climb the stairs.

I'm half way up when I hear glass shatter. It startles me but instead of going to check on him I swallow hard and continue my way upstairs so I can sleep.

Happy fucking birthday to me!

Why do I have to be such a dick?

I did not mean to upset her. I sure as hell did not want to make her cry. But that's what she's doing right now. She's in my room crying on my bed in black lingerie. God damn it Damon. Stop thinking like a dick. You would think that after what just happened she would have picked one of the other bedrooms – nope, she still chose mine. Probably because despite the fact that I was a complete asshole to her - she still wants to be friends in the morning. Why is she so damn forgiving?

This is not how this night was supposed to go.

And now I'm out of a nearly full bottle of bourbon – and it was from a good year. Fuck. Well being overcome by anger usually ends up with something getting thrown into the fireplace. This time it just happened to be my bourbon. Why couldn't I just man up and tell her the truth? The truth. I have not had the balls to tell her the truth in months because I did not want to move to fast. She was in love with my brother. I couldn't force her into something when the timing wasn't right. It's been eight months; she finally opens up and I shut down. What is wrong with me?

I'm so frustrated with myself. I take my hands and throw them, with full force, across the wet bar. Everything falls to the floor and shatters into hundreds of tiny shards as the remnants of the liquor seep into the dark oak. I run my hands violently over my face over and over; hoping against hope that I can figure out what to do next.

I'm no good at this shit. There is a reason why I spent 145 years loving a woman that never loved me. I'm a masochist. Then there was Caroline a puppet. Rose was convenient. Andie was a compelled distraction. My track record with relationships or lack thereof, is a train wreck. I have no right to add Elena to that list. I would never do that to her intentionally but that's how it everything ends for me – badly.

I can't help the fact that I fell in love with her. I can't pinpoint the moment it happened; it was probably the moment I first saw her in the cemetery writing in her journal. I knew she was going to change my existence – I just didn't realize how. How did I get here? Apparently that's the million dollar question tonight. I move back to the couch and sit down. I really don't know what else to do. I need to apologize to her but fuck if I know what to say. I don't do this relationship stuff but for Elena...

I look over and see her blazer hanging over the arm of the couch. I grab it and bring it into my lap. She looked stunning tonight. Even though she didn't say it – she got dressed up for me. Elena doesn't wear heels – she's more comfortable in sneakers; which is actually a good thing given the number of times she tends to have to run away from some evil psychopath trying to kill her. How did I screw this up?

Really it was only a matter of time. I rub my hands over her blazer hoping to get struck with some inspiration. We've spent almost two years riding this emotional roller coaster and eventually we had to get off. I guess I wasn't ready for it to stop. I've always been the one pushing her to remember that she feels something for me; that she can't ignore it forever. Why am I the one pushing her away now?

Probably because I never thought this day would actually come. I never thought that she would really let go of Stefan. Maybe a part of me still believes that it'll always be Stefan for her. I told myself, after I almost died when that dick werewolf bit me, that I would let her be the one to choose me. It finally happened – at least I think that's what was happening – and I screwed it up. I know she's not Katherine. But I can't face letting her in and have her break my heart. I know what a joke. Damon Salvatore can't get his heart broken. Not true. I've already been ripped apart by one Petrova – I don't think I could handle it again. That's really why I'm making this so freaking difficult.

I listen intently and realize the crying has stopped. She's not sleeping yet. Her breathing is uneven – she's probably just sobbing now. I'm such an asshole. I need to go talk to her. I need to make this right. I don't know what I'm going to say but I figure if I start talking the words will follow; sounds good in theory anyway.

Keeping her blazer in hand, I make it from the living room to the doorway to my bedroom in less than three seconds. I stop and take in the moment. She is curled in the fetal position facing away from me hugging a pillow. It's a moment I hate that I created. I'm such a dick. The sight of her in my bed is something I never take for granted. Even though we've shared the same bed for four months, it always surprises me how comfortable and natural it feels to see her in my bed; like this was how it was supposed to be all along.

I step forward and she looks over her shoulder at me. Her mascara is running down her cheeks and her eyes are swollen from the tears that invaded her ducts. She doesn't like to cry. It means she is vulnerable and she tries so hard not to be. She's never looked more beautiful. "That's my blazer," she whispers as she turns her face away from me again.

"You're ruining my favorite pillow." I comment as I make my way closer. Reigniting the banter that defines our relationship is as good of start as any.

"Yeah well you hog all the pillows at my house." That was easier than I thought.

"Touché." I remark as I pass the end of my bed. I place her blazer down before going to the other side so I can see her face. She looks broken and it sucks that I made her that way. "Permission to come aboard?"

"It's your bed." She doesn't have to say I can't stop you. It's unspoken but I know it lingers at the tip of her tongue. She hugs the pillow closer to her chest as I climb onto my bed. I sit on my left leg and let my right hang lazily off the side. Her gaze doesn't meet mine; she is focusing her chocolate brown eyes on the tear stained pillow instead.

There is a long drawn out silence that blankets the room. It's suffocating and I can't stand it. "You know I don't apologize because basically I'm always right…"

"Damon," she says as she rolls her eyes. I can't see her do it but I know her tone and it always is accompanied by an eye roll.

"I'm sorry Elena. I didn't mean to upset you." It's the sincerest tone I have and I hope she really hears me.

"I'm sorry too," she says as she maneuvers her body to an upright position. "I shouldn't have said anything I did. I ruined your birthday."

"You didn't ruin it. It was doomed to be wrecked by something," I adjust my body so I'm leaning against the headboard. "It's my curse."

"I don't know what happened," she is speaking animatedly with her hands. She is sober now. It makes the prospect of this conversation easier because I know whatever is said now – it's not going to be the whiskey talking. "I crossed a line."

"I know. Telling me you're wearing black underwear." I raise my eyebrows suggestively at her and narrow my gaze. It drives her crazy when I do this. It makes me want to do it more. "Were you trying to take advantage of me on my birthday?" She takes the pillow from her lap and throws it at me. I take it as a good sign.

"Can we not relive every humiliating thing I said?"

"We could not but what fun would that be?" She gives me a look – it's her single raised eyebrow accompanied by thin lips and chocolate brown eyes stare straight into mine. "Okay fine. But are you really wearing black underwear?" She reaches over, grabs the pillow between us and hits me with it; definitely a good thing.

There are a few moments of silence before she hesitantly starts again. "So…"

"So what does Caroline have to do with your black underwear?"

"Damon!" She says as she hits me again. This is actually turning back into a great night.

"I'm sorry but I have to know what Vampire Barbie has to do with you wearing black lingerie."

"You can't laugh." I raise my hand and show her the cub scouts sign for honor; it's my peace offering. "Caroline has this insane theory that women only wear black lingerie if they plan on having sex."

"Everyone knows that." I say furrowing my brows.

"No they don't," she tries to protest. "It's a stupid theory she probably got from Cosmo."

"And having lived for 168 years I can tell you it may not be fact but it is a state of mind." She stares straight into my eyes and I can tell she is really listening to me. She is also trying to hide her embarrassment because the situation is still awkward; despite the humor I'm trying to bring to it. "Women feel sexier in black lingerie – it makes them feel dangerous, dirty. It's empowering for you all."

She holds my gaze for a moment longer before shifting her eyes back down to the bed. "Well I just feel embarrassed and stupid."

"Just blame the whiskey." She doesn't respond immediately. I have a feeling she wants to say something that shifts the blame from the whiskey. She'll no longer have a free pass on her actions and all the lines we are crossing if she speaks up. "I blame the bourbon for me being an ass."

"You're always an ass." She smiles at me.

"And I always drink bourbon." I return her smile with a smirk. "Want another drink?"

"I think we've both had enough," she answers quickly as she climbs off the bed. "I'm going to wash my face," she states as she walks towards my bathroom on the other end of the room.

I nod. "I'll give you a few minutes." I climb off the bed and heads towards the door.

"No more bourbon," she yells over the running water.

I don't respond. I just smile and make my way slowly downstairs. I enter the living room and see the ruins of the calamity that was hurricane Damon. A drawn out sigh escapes my lips and start cleaning up the broken glass. I can't believe what this night has brought out in both Elena and I. She has grown up a lot. She has this fire in her that I noticed before but now it burns brightly for everyone to see. She stopped caring what people thought of her actions and started doing things for herself. She stopped being a teenager and became this extraordinary, capable woman. Somewhere along the way, she chose not to let Klaus or Stefan or any other supernatural thing control her life.

I hear her footsteps descending but I don't turn to look for her. I just stick to the task at hand; cleaning up the broken glass. She makes it into the living room as I pick up the last of the pieces. "Coming back to the scene of the crime?"

She takes a few more steps as a dump the rest of the glass shards into a trash bag. "The fire is almost out." I look over and she's standing in front of the fireplace watching the flames die on the last of the logs.

"Looks like it," I place the bag on top of the wet bar. "We should probably just let it burn out." I say as I walk over to her. I join her in front of the dying embers and stand at her side. She glances over and smiles; I return the gesture. Silence again.

"We could," she finally says, "but it's much more interesting to watch when it's burning. Don't you think?"

"Elena…" I start but I don't know what to say.

"It's okay," she interrupts, "that you don't love me anymore." I look over at her in disbelief. She turns her body towards me and I do the same. "I just thought…"

"Do you really believe that?" I can't begin to process what I'm hearing from her. I take her hands into mine and bring them to rest on my chest. Her eyes gaze up and lock with mine. "I know how I feel. You know how I feel. The only thing that matters now is how you feel and…" In that very second, in the midst of my big speech, everything changed. And it was all her choice.

I did not know what I was doing until it happened. Something about tonight – it awakened my feelings for Damon. It brought them front and center to their boiling point. I had no idea when I came downstairs after pulling myself together that I would be bold enough to make this move. I did not plan it. It just happened.

There we were standing in front of the fire talking about the fire burning out and I realized I had to tell him how I felt – even if our fire was already put out. I wasn't ready to let even the chance pass me by – he had to know the truth – even if it was too late.

-Flashback-

"It's okay," I interrupt before he can say another word, "that you don't love me anymore." I don't want him to apologize for his feeling changing. I understand. I look at Damon and he's staring back at me in utter disbelief. I turn towards him and his response is to mirror my movement. "I just thought…"

"Do you really believe that?" He questions. I thought he made himself clear earlier when he told me to stop talking and sleep it off. I guess I was wrong. He takes my hands gently into his and rests them against his chest. I move my gaze up and get lost in his eyes. "I know how I feel. You know how I feel." He still loves me. I can see it in his eyes, in his face. I can hear the sincerity in his words. He keeps talking but I can no longer make sense of the words. He still has more to say but I stop him; finally crossing that line.

-End of Flashback-

I crash my lips into his and for a moment neither of our mouths knows how to respond. His lips against mine; it's the closest thing to ecstasy I have ever felt. In that moment, nothing else matters. I move my lips and his move against mine. It's a passionate struggle; the need for us to taste each other in a way we've been denying ourselves for months overpowers all thought and reason. By arms snake around his neck and I dig my fingers into his raven locks. His hands cup my face with urgency as our kiss deepens. His tongue pushes against my lips and I part to grant him access. Our tongues dance to a rhythm that is brand new. His lips against mine. His tongue intertwined with mine. It's intoxicating. I never want it to stop.

Damon slows the kiss. His tongue leaves mine. His lips move away from mine. I'm immediately saddened by this. I've had a taste of him and I'm hungry for more. He rests his forehead against mine. Our entangled bodies peel apart. Our hands find each other. We link our fingers and let them fall between us. We are both breathless. I open my eyes and see an uncertain smirk spread across his lips. He moves his mouth to talk but I need to speak first. "Elena…" my name escapes his lips.

I move our foreheads apart and my eyes search for his. His eyes shift back and forth across my face looking for an explanation. My eyes lock in his – it's an intense stare and leaves all our cards on the table. "I'm in love with you."I finally say. Its more than three simple words; it needed to be. There is a difference between loving someone and being in love with someone. I'm in love with Damon.

He leans in and lays a simple chaste kiss on my lips before pulling away again. He takes a backwards and lets our linked hands break apart. We stare at each other, struggling to catch our respective breaths. I just want to kiss him again. When can we start that again? Will we start it again? Did I screw this up? "Damon…"

"Are you sure about this?" he asks as he places his hands resting purposefully on his hips.

I think about how I want to say this before I answer. It's hard to put into words how badly I want him; I need him. How else do you tell someone that you are in love with them? That you want to be with them every night; that your friendship evolved along the way. That as much as we've both pretended this is only platonic that it couldn't have been farther from the truth.

"Elena?" he calls my name out; still waiting for my answer.

"I've been lying to everyone for months about how I feel about you. Everyone thinks that I'm in way over my head but they don't know you like I do." He raises his eyebrows at that. It's the truth. No more lies. "They don't laugh with you. They aren't there when we stay up all night talking – about, what like everything. They don't get you, Damon but I do." I walk towards him to close the gap between us. He's too far away from me right now.

"You do realize there is a chance that this will all go down in flames? Even if this is what you really want we have all this crap hanging over our heads. Klaus. Stefan."

"This isn't about them. This is about how for four months you've held me every night and never once tried to take advantage of me." He takes my hands into his and we both stare as they effortlessly link together. They fit perfectly together. "This is about how you always choose me. And right now the only thing I want to do is kiss you."

"Elena," he says bringing his forehead to rest against mine. "When I kiss you again, I'm not going to be able to stop."

"Then don't," I whisper. He leans down and crashes his lips against mine. The lines that were so carefully drawn before are now a blur. Or maybe they weren't as clear as I thought.

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Let me know what you think! I have one more chapter left in me to wrap up this journey for Delena!

I'll update soon :)