EPOV
Elena woke to find her head on Damon's chest and her arm around his waist. She felt so comfortable that she didn't want to move, but she also felt embarrassment and she didn't want him to wake up just to find her draped all over him. She had almost jumped off the bed when he spoke.
"Morning beautiful" He said kissing the top of her head.
"Morning" She mumbled while trying to worm her way under the covers.
"Ahh don't tell me Miss Gilbert's shy?" He asked with a chuckle.
"Shut up" She mumbled under the covers.
"What's that? I can't quite hear you?" He teased.
She wiggled a little farther under the covers, then gave a squeal when he ripped the covers off of her.
"Come now Miss Gilbert, it's time to get up" He said with an evil smirk.
"Don't, whatever your planning don't" She squealed making a grab for the covers. She missed the covers and landed in his lap, "No!" She screamed as he started tickling her. Then she was helpless, helpless to the laughter that erupted. "Please stop, I give up" She giggled breathlessly.
"Ahh, Miss Gilbert, you were defeated so easily" He laughed. She made the mistake of looking at him and found she was mesmerized by his blue eyes. She couldn't help herself she leaned closer to him; As their lips got closer, her heart started pounding in her chest. And just as their lips were about to meet they heard Caroline call out.
"Elena, where are you?" She yelled.
She jumped off the bed like a scaled rabbit and ran from the room and down the hall to her room.
DPOV
Bloody Barbie, he was going to kill her. What was it with her and Bonnie walking in at the wrong time? Were they trying to kill his love life?
He decided that he should probably go and make breakfast now seeing as Barbie had already killed the moment. He smiled to himself walking into the kitchen; she'd almost kissed him twice now. He couldn't have been more pleased. He'd decided that she was going to make the first move; He didn't think it was fair that he had to make a move on her when she didn't have her memory. It had to be her choice.
"Where is everyone?" Caroline called out.
"In the kitchen Blondie" He replied.
Caroline walked in and plonked herself down in the chair.
"Where's Elena?" She asked.
"Taking a shower"
"Oh what'd we get up too last night?" She asked with a raised eyebrow.
"Don't be stupid Blondie, you think I'd take advantage of her like that?" He snapped.
"Whoa, keep ya shirt on, I was only joking" Caroline snapped back.
"Sorry" He mumbled as he started scrambling the eggs.
"Wow" she sighed "Bonnie told me, but I thought she was seeing things. But it's true isn't it?" She asked.
"What?" He asked truly knowing what she was asking.
"You're in love with her" She stated.
"I'm just looking out for her" He said quietly.
"Oh my god it's true, you love her" She squealed.
"Yes, I love her" He said quietly.
"So, what are you going to do about it?"
"What am I supposed to do about it? She has no memory and she's my brother's girlfriend" He told her.
"All true, her memories may come back if they do… then you deal with them. If they don't then you make new ones. As for Stefan he gave up the right when he tried to kill her" Caroline said.
EPOV
She was just putting her hair in a ponytail and couldn't stop thinking about the almost kiss, she wants to kiss him. Oh there's not doubt about it! More than anything she wants to kiss him, but it seemed that every time it was going to happen something always seems to get in the way. It's almost like it just wasn't meant to happen. She skipped down the stairs and walked toward the kitchen, she could hear Caroline and Damon talking.
"Hey Caroline" She said as she entered the kitchen and grabbed the juice from the fridge.
"Hey Elena" Caroline replied.
"So, what brings you here?" She asked taking a bite of the scrambled eggs Damon had put in front of her.
"Well, Bonnie and I thought we'd take you shopping if you're up for it. We could make it a girls day out! What do you think?" She asked excitedly.
Elena's eyes shot up to Damon's and she wondered if anyone else felt the panic that went through her at the thought of being away from him.
"Umm, I don't know" She stammered knowing that she really didn't want to go.
DPOV
Damon didn't miss the panic that came into her eyes when Caroline made her suggestion. But she needed to try and get her life back to as normal as possible.
"That sounds like a good idea, it might do you some good to get out of the house and spend time with your friends" He said with a smile. Slowly she nodded her head even though she didn't like the sound of the idea.
"Sure, OK if you think it's best" She said.
"Great, we'll pick Bonnie up on the way" Caroline said happily.
EPOV
After picking Bonnie up they went through about half a dozen shops trying on clothes, shoes and hats laughing and chatting. She was surprised that she had a good time; they decided to stop and have some lunch.
Sitting in a little cafe they ordered what they wanted, while they waited they talked.
"Elena, I have something to tell you, and I'm not sure how you're going to take it" Bonnie told her hesitantly.
"OK" She said.
"Elena, I've fallen for Jeremy and we're now dating. And I'm hoping that your OK with it" She said quietly.
"Mmm, well I don't know how I feel about it, because I'm not me…well without my memories. But Jeremy seems to care about you and you him, and I like you both so I think I'm OK with it" She told Bonnie with a smile.
"Oh look there's Stefan" Caroline said with a squeal.
Elena couldn't help it, when she heard that Stefan was here her heart started pounding and it wasn't the good kind of pounding. She started to shake, she couldn't breathe and her chest felt tight. She needed Damon.
"Elena! Oh god! Elena are you OK?" Bonnie panicked.
"Can't breathe" She whispered.
"Elena, what's wrong?" Caroline asked.
"Damon, please i need Damon "She whimpered. She could hear Bonnie tell Caroline to call Damon, it sounded like they were in a tunnel, it was getting harder to breathe.
DPOV
He'd been lounging around most of the day, wondering how Elena was doing and if she was having fun. He was brought out of his musing when his cell rang. He looked at the caller id and was surprised to see that it was Caroline.
"Hey Caroline how's it going" He asked answering his phone.
"Damon, it's Elena something wrong with her, she can't breathe and she's calling for you. God Damon I think she's having a heart attack or something!" Caroline yelled hysterically.
"Dammit Caroline she's not having a heart attack, she's having a panic attack! Put the phone to her ear" He ordered. When the phone was put to her ear he could hear her breathing getting tighter and he knew he had to calm her down.
"Elena, it's Damon can you hear me?" He asked softly.
"Yes" She whispered.
"Baby, it's gonna be OK, you need to breathe and try to calm down, just breathe. I'm here baby breathe" He whispered. Thankfully his words seemed to calm her and he could hear her breathing slowing down.
"That's it baby just breathe, your safe I'm here" he soothed reassuringly.
"I'm sorry, i feel so stupid" She cried.
"You have nothing to be sorry about baby" He told her.
"I don't know what happened, I just couldn't breathe and I just needed you" She whispered.
"It's OK, you're fine now, give the phone back to Caroline or Bonnie and I'll see you soon" He said.
He could hear her tell Bonnie he wanted to talk to her and waited for the phone to be passed over to her.
"Damon" She said.
"What the hell happened?" He snapped into the phone.
"I don't know, we were waiting for our order, we were talking then Caroline said something about Stefan being here and then just after that she couldn't breathe" Bonnie explained. He felt his chest tighten, she used to love Stefan and now she was so afraid of him it just tore at his gut.
"Maybe it's time to bring her home, I knew she was scared of Stefan. But I had no idea that she was terrified" He pushed.
"OK, we'll bring her back, see you soon" Bonnie told him hanging up. Damon decided that he'd talk to the other about this tonight after she was asleep. He'd get Caroline to stay with her.
EPOV
She was glad they were on their way home. Damon was right it'd been fun spending the day with the girls; she'd had a good time. Well, that was until she'd had her stupid little panic attack, she felt foolish at just the mere mention of his name she just freaked. But to be honest it was more the thought of facing him without Damon being with her, she wasn't afraid of him when Damon was with her. Well, not much anyway.
When they got back to the boarding house, Damon was waiting at the front door. Her heartbeat picked up at just the sight of him. As soon as the car stopped she was out of the car and in his arms, she buried her head in his shoulder and started to cry, she was just so relieved that he was here.
"Shh, It's okay baby, I'm here" He whispered rubbing her back.
"I was so scared" She whispered.
"Come on let's get you inside" He told her.
"I'm tired" She whispered.
"Okay, it's time for a nap" He said.
He lead her upstairs and told her to lay down, when he was sure she was asleep he went to talk to Caroline and Bonnie.
DPOV
"God Damon, I thought she was having a heart attack" Caroline said.
"Yea, she had us so worried" Bonnie said.
"I knew she was scared of Stefan, but she's not just scared she's terrified" He growled.
"But why?" Caroline asked.
"She's been having nightmares, but it wasn't till the other night that she told me what they were about-" He broke off.
"What? Bonnie asked.
"Vampires" He said.
"Oh god" Caroline whispered.
"Yea, But only they're not dreams they're memories, memories that she can't remember but dreams about them" He said.
"Maybe we should think about telling her" Bonnie said.
"I've thought about that, but now I'm not so sure. Not with the way she reacted about Stefan" He said with a frown marring his handsome features.
"Yea, I'm worried it might be enough to send her over the edge" Bonnie said.
"I just don't know what to do" He said.
"Maybe, we should talk to the others and come up with a plan" Bonnie said.