in the morning, Elena would remember none of the events of the previous night.

Damon, on the other hand, would remember everything. vividly.

uncomfortably vividly.

Elena woke up feeling nothing short of miserable. her head throbbed and the sunlight filtering through the gap in the curtains seared her eyes. she squinted blearily, her mind blurred, her throat parched.

she'd sell her soul for a glass of water.

dimly, she heard the sound of just that running - water. someone was in the shower.

she sat bolt upright - regretted it instantly as her head screamed in protest - and realized she was stark naked. and the bed she lay in had clearly been disturbed by more than one body.

shit.

she reached out a tentative hand and felt the empty space on the mattress beside her. it was still warm.

seriously. shit.

she tried desperately to remember exactly what circumstances had led to her present ones, came up with next to nothing. she had a vague recollection of her nightmare, and Damon soothing her through it. then a genius decision to get drunk. then... nothing.

she heard the water in the bathroom switch off and her mind jerked painfully to the present. she needed clothes, and she needed them fast. she looked fruitlessly for her own top but only found Damon's button-up black shirt and shoved her arms into the sleeves, still scanning the room hopefully in search of her boxers.

that was when her eyes fell on the lamppost across the room. and the tiny pair of string bikini panties hanging from it.

bile rose in her throat.

pushing the image of her underwear from her mind, she hastily buttoned the shirt, grateful that it was long enough to hit mid-thigh, jumped out of the bed and all but dove for the door to the adjoining room. she closed it behind her with a firm click and headed for the bathroom. took a long breath. flipped the light switch, winced at the harsh fluorescent glow, then steeled herself and looked at her reflection.

she'd looked worse, but she'd also certainly looked better. in her haste to dress she'd missed a button on the shirt, making it a little too short for comfort in the front. her skin was sickly pale, the circles under her eyes were dark and bruised, her mascara was smeared, and her hair was hopelessly tangled. it was also damp.

the worst, though, was the mark on her collarbone. a red brand that looked horrifyingly like beard burn.

shit.

two thoughts went through her mind, the second nipping the heels of the first:

what the hell had happened last night?

and did she really want to know?

in the other room, Damon was reliving the night and alternately cursing himself and Elena. mostly Elena. for being sweet, for being sexy. for being shitfaced.

if she'd been anyone else, he would've gladly abandoned his already-questionable morals. but she wasn't; she was Elena. and for that alone he could hate her.

he found himself ridiculously glad when he came out of the bathroom, showered and clean and entirely dissatisfied, to find the bed empty. her scent lingered, which was seriously annoying, but at least he didn't have to look at her. it made his fingers itch, made them want to move independently of his brain and touch and torture and take.

all of which he could've done in those early hours of the morning. none of which he had.

he hoped, fiercely, that she was enduring the world's worst hangover. after her fourth drink he'd started fixing them for her, and had been as free with soda as she'd been with liquor. by the time she was on her sixth, she was oblivious to the fact that she was drinking a "cocktail" that amounted to 95% coke, 4% ice, 1% vodka. she was a light-weight, and having allowed her to consume the first four drinks had been a mistake of monumental proportions.

she'd run the emotional gamut in the course of maybe three hours. first she was simply relaxed, leaning comfortably against his shoulder as they watched monsters, inc., on pay-per-view (her choice, although he'd only put up a token protest. the little girl was fucking cute, okay?). by the end of the movie she was getting restless, roaming the room on unsteady legs - at one point she walked straight into an ottoman, tumbling over the side of the couch and viciously scraping up the fine line of her collar bone in the process. he'd burst out laughing; she'd burst into tears.

she'd recovered quickly and gallantly told the couch it was okay, she knew it hadn't meant to trip her. then she informed Damon that as a kid, she'd taken ballet lessons. she performed a few wobbly pirouettes and it was only his lightning reflexes that saved her from a nasty fall that would've likely ended with a hospital visit - he'd caught her seconds before her head crashed against the vicious corner of the glass coffee table.

she cried for the second time, apologizing profusely for her clumsiness, telling him she'd never been a good ballerina and she'd certainly never star in swan lake which just wasn't fair, the costumes were so lovely and wouldn't she be suited to a career in the spotlight?

he'd humored her, of course. really, she'd been pretty adorable, all drunk and sloppy with those big bedroom eyes and a cute little hiccup.

but at some point she came to the realization that they had access to a hot tub. and that's when things got dicey.

she headed directly for the tub and would've smacked right into the sliding glass door leading to the terrace if he hadn't reached it ahead of her. she'd flashed him a smile, thanked him profusely, then grabbed his hand and pulled him toward the bubbling water. the night air was fragrant with the first scents of summer, and little fairy lights twined the balcony rails, making the setting devastatingly enchanted, devastatingly romantic.

with the carefree glee of a child, she'd shed her tank and boxers, tossed them onto the pavement, and climbed into the water with a laugh and a splash.

Damon's jaw nearly broke with the force of his clenched teeth. really, a mostly-naked Elena was too much to endure. he wasn't a fucking saint, and despite her repeated invitations, he refused to join her in the tub. a man could only take so much.

his refusal prompted another mood swing; she was angry and petulant, demanding to know why she wasn't good enough. would he rather, she asked, bitingly, have the company of rebekah? was she not hot enough for him?

exasperated, he'd raked restless hands through his hair and scowled at her.

"you're plenty hot, Elena. but I'm tired. let's go to bed."

a poor choice of words, he'd realized instantly. because her pouty expression turned mischievous and she'd sent him a slow smile of agreement, lifted a regal hand toward him so he could help her from the tub. not wanting to see her do a face plant, he'd taken her hand and carefully steadied her, trying hard to keep his eyes on hers. she hadn't gone to bed in a bra, a fact that was painfully evident. but before he'd been able to force her back into her shirt, she was plastered against him, bare breasts soft against his chest, hot little body wriggling, hotter mouth fused to his in a wet tangle of tongues.

he was only human. well, man, anyway. his brain shut off and he kissed her back, lost himself in her for who knows how long - he wasn't exactly keeping time. but then her hand was slipping between them and moving south, fast, and he'd forced himself to step back, catching her wrist in an iron grip.

"not a good idea, Elena," he'd managed through gritted teeth.

"a bad one, then," she'd answered.

"listen to me, Elena." he'd jerked her toward him and looked at her, into her, with his eyes blazing. "we're gonna finish this. whatever the hell this is. but when we do, you're going to remember every. single. detail."

even her alcohol-soaked brain registered the threat in his words and her eyes grew wide, a little scared, a lot excited. he let out an imaginative string of curses, yanked the wrist still caught in his hand and drew her inside again.

"get in bed," he'd instructed, his tone clipped, his nerves frayed. "I'm gonna get you a towel. then we're going to sleep."

she'd obeyed a little too easily, and it was as he was walking back out of the bathroom that he caught sight of something flying across the room and landing with a wet 'plop' on the lamppost.

he'd closed his eyes, but the image of her dripping panties was already seared onto his lids.

"come on, Damon. i wanna know what all the fuss is about."

amused in spite of himself, he'd quirked a brow. "so there's fuss, huh?"

"mmhmm," she'd answered, licking her lips and making his already rock hard cock throb. she was lying on top of the covers on her stomach, chin propped on her fists, totally naked, totally delicious.

his fists clenched involuntarily at his sides. which reminded him that in one hand he gripped a towel, which he threw across the room almost desperately in an effort to cover her up.

somehow, the drape of the snowy towel over her golden skin made him even hotter - something he hadn't thought possible.

"dry off," he'd instructed her in a clipped voice, then turned on his heel for the bathroom.

"where are you going?"

"to take a fucking shower," he'd snapped, not bothering to look back.

"but - "

"shut up, Elena."

"i thought you wanted me," she'd murmured, and her tone was so sad, so genuinely hurt, that he had to turn back. her eyes were damp with tears and he saw that she'd wrapped the towel around her and was starting to shiver.

with slow, movements, he'd retrieved another towel and went to sit beside her on the bed, aware that proximity was a terrible idea, equally aware that he couldn't walk away.

"i do," he told her, running the towel over her hair, brushing her chin with his fingers and angling her face toward him. she suddenly looked so young, so vulnerable, and his heart, already so full of love for her, seemed to throb in his chest. "i do, Elena. but not like this."

"how, then?" she stared up at him trustingly, her bottom lip quivering, just a little.

"i don't know, yet. but when i do, believe me, I'll tell you."

she yawned and allowed him to tuck her under the covers, but when he started to pull away she reached for him.

"don't go," she whispered, and it was more than a request - it was a plea. "i don't want to be alone, Damon."

"okay," he'd answered automatically, even though his body was desperate for a cold shower or hot release. firmly pushing aside his libido, he'd slipped an arm around her shoulders, although he didn't trust himself to climb under the covers with her. she'd laid her head on his chest and gave a little sigh of pleasure.

"you feel good," she told him.

"you do, too."

"i want to feel all of you," she murmured sleepily.

"go to sleep, sweetheart."

"you'll stay? you won't go?"

"I'm not going anywhere, Elena. I'm not gonna leave you."

"they do, though. people leave. mom and dad and jenna. stefan..."

he felt something hot on his skin and knew it was her tears.

"I'm not people. I'm me."

"you're Damon."

"I'm Damon," he said, smiling to himself.

"he's good, you know."

Damon remained silent, but she went on anyway.

"stefan. he's good. he left, but he's good. he came back... and he loves me. he still does... he loves me..." she trailed off, her words slurred.

it wasn't until her breathing steadied, until sleep claimed her, that Damon spoke again.

"but who do you love, Elena?"

the question hung like a storm cloud over the two of them. and it was a long time before he joined her in sleep.