It had been a long night. Klaus had tossed and turned on the couch trying to sleep, but knowing it wasn't going to work. With Caroline in the next room, his mind wouldn't stop running. He had turned on the TV for a while to and even tried to watch some of 'Jersey Shore.' The show was a piece of trash, nothing more than desperate people for sex, and yet he'd resorted to it. His mind raced. He couldn't help but think about Caroline. She was lying in a bed in little clothing and let's face it…he was a guy. However, Klaus's fantasies were driven to an end when he heard his cell phone ring.

His brow furrowed, not knowing who could be calling him. He got up and went to find his phone, and when he answered, he was very surprised to hear whose voice it was.

"Klaus? Klaus!"

"Elena? Darling?" Klaus questioned oddly. What an odd surprise. Why in the world was Elena calling him?

"Klaus! You're with Caroline right?"

"Of course I am…" He said still not understanding the point.

"Give her the phone! NOW!" Elena sniffed into the phone, and it was at that moment that Klaus realized she was crying – and not a little crying. She was crying hysterically.

"Elena, calm down. Caroline is sleeping. I don't want to wake her. We have a long day tomorrow. Maybe you can call back in the morning, Love."

"No! Klaus do NOT hang up on me. Give Caroline the phone NOW! This is important. Do you think I normally call evil villains at 3am? I don't! Give her the phone!"

Klaus was surprised by Elena's forwardness and began walking into Caroline's room.

Klaus tapped Caroline on the shoulder. She jolted awake and looked at him strangely. "Ugh, what do you want, Klaus? I'm sleeping."

"Elena is on the phone. She sounds like she's dying." He laughed softly.

Caroline glared at him, "That is not funny." Klaus just rolled his eyes.

Caroline took the phone, sitting up. "Elena, what's wrong?"

"Caroline! Something terrible has happened." Klaus was clearly listening in on their conversation, but Elena's words kept Caroline from caring.

"Elena, what happened?" Caroline asked calmly.

"Jeremy…he's dead."

"What! Is he wearing his ring?" Caroline asked.

"Yes." Elena said, but she didn't sound calm, "But, Caroline…we don't know who killed him. They might not have been supernatural. He could really be dead!" Elena screamed.

"Wait." Caroline thought, "Why is Jeremy even back in town? I thought he was gone."

"That's the even scarier part. He was gone, but whoever killed him brought him back! Care, I'm freaking out! And of course Damon doesn't care! He just is telling me to wait, and that he'll probably wake up. But Care, I'm scared! What if he doesn't wake up this time?"

"Elena, you just have to wait and see. I know it's going to be horrible, but there's not way of knowing if you don't wait. And then, we'll know whether or not his killer was supernatural."

"Care, that's not all that happened." Elena said clearly sniffing.

"What do you mean?" Caroline asked confused. She looked to see if Klaus was still standing next to her, and he was. His brown was furrowed and he looked deep in thought, about what – she didn't know.

"There's a note."

"A note?"

"Yes, there was a note left on Jeremy's body."

"Well, what does it say?"

"You can blame your best friend. I have plenty more people on a list to kill. Watch your back."

Caroline gulped. A letter almost identical to the one that was lying on her dead mother. Who was rampaging Mystic Falls? And why were they doing it?

"Okay, Elena. I want you to do something. You, Stefan, Damon and Bonnie need to leave Mystic Falls. I don't know where you want to go but you need to leave for a week or two. Someone is killing the people we love; I don't want one of you guys to be next. You need to leave. And do it fast. Take Jeremy with you. Elena, just get out."

"We can't just leave, we have school."

"Really, Elena. School is not your priority right now. If you stay in Mystic Falls you will never be able to see your school again anyway. This is life or death, let's pick life for once in our lives." Caroline said slightly annoyed with her friend's priorities.

Caroline felt Klaus' presence next to her. She threw him a worried smile and gulped. How could be happening? She wondered if there were no other vampires in the world that people could screw with? She hated seeing all of her friends and family so ruined because of the things that went on in this town.

"Caroline." Elena whispered.

"Yeah?" Caroline said coming out of her thoughts. Caroline shook her head trying not to cry. She wouldn't cry; she needed to be strong for Elena, like Elena was always strong for them.

"How are you doing? Are you okay? How's Klaus?"

Caroline laughed softly. Of course Elena would be worried about her. "I'm fine, doll. Klaus is being a gentleman and sleeping on the couch." Caroline looked at Klaus and laughed. He rolled his eyes and smiled at her sweetly.

"Well, he better be." Elena laughed. How she could be laughing she had no idea, but it felt good nonetheless.

"Elena, go to sleep. You need some rest." Caroline said quietly.

"You too, I'll call you in the morning?"

"Okay." Caroline hung up on Elena, and turned to Klaus.

She hadn't wanted to cry with Elena listening, and she hadn't wanted to cry in front of Klaus, but she couldn't hold her tears back. Her tears slid town her face. "Someone killed Jeremy." Caroline wiped furiously at the tears in her eyes. She sighed frustrated. "What has our lives become?" Caroline asked Klaus.

Klaus sighed. He pulled Caroline into a hug that he knew, if she weren't crying, that she would not want to be a part of. He also knew, though, that Caroline just needed to be comforted.

"Did you say there were good things waiting the world for me?" Caroline asked still crying.

"Yes, I did." He whispered in her hair.

"Then where are they! Klaus, my life is in shambles. My father is dead, my mother is dead, and my best friend's brother is dead. Where is the beauty in any of this? Rose is dead, and Andy is dead. You turned Stefan into a monster. Abby is a vampire. Bonnie hates us all for the problems in her life. I see no beauty. I only. See. Destruction." Caroline's tears were angry now, and she just wanted to pound on things and hit things. She wanted things to be better. She could no longer stand the horrors of Mystic Falls. She wanted out. She wanted out of the crazy world.

She felt Klaus's grip on her tighten. She looked up to him and saw that he was also upset. She could tell that he was fighting some sort of an emotion inside of him, but she didn't know what it is. His grip loosened around her back, and he stepped away from her. "You deserve so much more than what you're getting, Caroline. I can show you things that would make you forget about the horrors of this place, but I can't do that when you keep dismissing me."

Caroline was raging, from her feelings and now from him, as well. "Really, Klaus? You want to make this about us? This is about my life. Not you and me."

"I'm not making anything about us, Caroline. I'm just saying that I could give you happiness. All of your friends that you have now, Elena, Bonnie, Jeremy, and Alaric – they are humans. They would eventually die anyways. I'm not saying it's good that they are being killed. I'm just saying that being a vampire, death is something you will in encounter a lot. I can make you eternally happy. I can do it in Mystic Falls or I could do it in Paris. It doesn't matter where we are, Caroline. You just need someone who can make you happy, and I can do that." Klaus was pleading with her. "I can make you eternally happy," He said again, "Why don't you want that? Why won't you let me give it to you?" Klaus moved towards her and grabbed her hands. He looked into her eyes.

"I want to be happy; Klaus, but I can't like you. You're my enemy."

Klaus wrapped his arms forcefully around Caroline's hips and pulled her towards him. "I haven't been your enemy in months, Caroline. You don't fear me. You don't need to fear me. You cannot honestly look me in the eye and tell me that you aren't allowing us to happen because I'm your enemy, can you? Do it. Tell me that that is the one and only reason that you won't let us happen."

Caroline looked into his eyes, ready to deny him, but when she looked she saw his blue pools. She searched his eyes, wondering why she'd never seen the beauty in them before. She looked into his eyes and she forgot everything that he was.

"You can't." Klaus said triumphantly. "Look, Caroline. Just give me a chance. A chance, it's all I want from you."

Caroline squirmed a bit. The things that Elena or Damon would do to her if they heard her answer.

"Fine." Caroline said, finally fed up with resisting him, "A chance."