Hey guys! Sorry to leave you guys with that cliffy and that it took so long to get out :( The three day weekned kind of threw me for a loop, and so did my vacation fic, so my muse kind of ran away for a few days and didn't want to edit this thing.

Sorry about any mistakes, un-beta'd except by me :)

So, without further ado...

(check the rating guys)

Enjoy!


Caroline grasped Klaus' hand, allowing herself to be tugged off the dance floor. Following him back to the bar, she watched him throw a hundred dollar bill by their drinks, waving to Matt as she was lead to the exit.

Shamelessly she checked out his ass as he walked in front of her, admiring the way he confidently stalked through the crowd as if he was on a mission.

Well, technically he was on one.

One to be completed in her bedroom if she had anything to say about it.

Klaus went to hail a cab, his fingers still firmly wrapped around hers. It was a lot more intimate than she was expecting, the soft grip and how he kept looking back at her as if she'd disappear. She boldly wrapped an arm around his waist, running her nails lightly under the hem of his shirt. Her balance was off from drinking, so she leaned up against him to keep from stumbling. Her hand snuck completely under his shirt, playing with the hair at the top of his pants' waistband. Her fingers dipped under the waistband coyly, his back stiffening. Klaus' blue orbs darkened in desire as she grinned wickedly at him.

"Tease," he muttered, impatiently waving his hand for a cab.

She just leaned in and nipped at his earlobe in response.

A cab soon pulled up and Caroline nearly shoved Klaus in the back. Rattling off her address, she ignored the cab driver's request for seatbelts and pressed her lips back on Klaus'. They kissed frantically, tongues exploring each other's mouths as they reveled in the taste of each other's lips. She sighed softly into his mouth, feeling his hands travel up her thighs. He squeezed them gently, his thumbs dangerously stroking her inner thighs.

The warmth from his hands traveled up to her core as her hips involuntarily bucked. Her panties dampened as he continued to brush a teasing hand against her hot skin. Her hand lightly stroked his erection through his pants, his guttural moan muffled by her lips. She smiled into his mouth, nipping at his bottom lip in victory.

"I'm not moving until you put seat belts on," the cabbie interrupted.

Caroline broke away from his intoxicating lips with a groan, whacking Klaus' arm at his laugh.

She acquiesced to the cab drivers demands, buckling up as she grumbled profanities under her breath. Klaus placed a soothing hand on her knee, gliding it up her leg mischievously to rest near the apex of her thighs. She glared at him in response, and his thumb just skimmed over her inner thigh. Caroline moaned quietly, her hips jerking of their own accord. A devilish smirk bloomed across Klaus' face at the way she shook against him.

Victoriously, he pressed a kiss to the top of her head. She moved her own hand, ghosting it up his thigh. She rested on the bulge in his pants and refused to move it, no matter how many evil glares he sent her throughout the journey to her place.

The cab soon pulled up to her apartment building, and she yanked Klaus out by his shirt. Throwing some cash in the front seat, Klaus followed her out quickly, disentangling him from her as they walked through the front door. Caroline smiled brightly at her doorman who was quizzically looking at them, not used to her bringing home a strange man he'd never seen before.

The elevator was at the top floor so she waited there with Klaus awkwardly, stumbling slightly as her inebriation affected her balance. He caught her before she fell up against the wall, both of them laughing at her actions.

His eyes were bright, full with amusement. She blinked up at him, wanting nothing more to keep the same carefree expression on his face for hours. He leaned down and placed a chaste kiss on her lips, ignoring the other couple that came up to stand next to them as they waited. His affectionate gesture made her heart flip, a blush staining her cheeks. She continued to look up at him, her fuzzy mind reeling.

She knew that all she initially wanted from him was just sex.

One night where she could let herself go and get what she'd be wanting for a long time.

One kiss from him sent her reeling. She couldn't even imagine what the sex would do to her.

The elevator dinged, causing her to jump slightly and all of her thoughts fled from her mind. She unsteadily walked past Klaus into the elevator, tugging him behind her. Squinting at the buttons, she pressed the one for her floor and accidentally hit another. She drunkenly giggled to herself, causing the couple in the elevator to roll their eyes at her actions. Klaus chuckled lowly, leaning in to press a kiss into her hair as he situated himself behind her. He discreetly ground his erection against her backside and her breath caught in her throat. She pressed back against him coyly, hearing him bite back a growl. His fingers dug into her hips warningly and she immediately began shuffling around in her bag for the keys to her apartment.

She didn't want any more distractions or obstacles between them and her bedroom.

The elevator finally opened on her floor and she tugged Klaus out, one hand on her keys and the other laced with his. He hovered over her as she tried to unlock the door, kissing the back of her neck temptingly. His teeth grazed her sensitive skin, sending the most pleasured chill down her spine.

She threw the door open, Klaus hot on her heels with his hands still connected to her hips. Caroline kicked off her shoes, dropping her purse down on the ground as she whirled around. His lips were on hers immediately, stealing her breath with his conquering kiss. She let out a soft whimper as his hand trailed up her abdomen, stroking her stomach softly. Her hands wandered down towards the hem of his shirt, tugging it up insistently.

He lifted his arms and rid of the shirt immediately, watching Caroline inspect his chest with lustful eyes. She bit her bottom lip, tracing the smooth, lean planes of his chest with her soft hands. He sucked in a low breath as she ran her nails down the front of it lightly, enjoying the sound of his ragged breathing .

Leaning it, she placed a hot kiss against his chest, noticing his heartbeat triple at the feel of her lips. He pulled her lips up to his, cutting off her surprised squeal. She panted into his mouth as he plunged his tongue past her lips, tangling with hers as it languorously explored her mouth. He feasted at her lips, barely letting her catch her breath.

Caroline began tugging him by his belt loops of his jeans past the entry hall, steps away from her bedroom. She stumbled slightly, his grip moving from her hips to the back of her thighs as he snatched her up effortlessly. She wrapped her legs around his waist, rubbing her throbbing core against his firm abdomen.

"Bedroom," she murmured against his lips. "Down the hall to the left."

He stiffened against her, pulling away quickly. She blinked at him confusedly, surprised by his sudden withdrawal.

"What the matter?" she asked, pressing her lips against his.

"I'm drunk," he replied, ducking his head.

She rolled her eyes before rolling her hips against him again.

"And?"

"You're drunk too."

"We covered this at Donovan's," she reminded him, reaching to kiss him.

He ducked her lips again and she frowned at him.

"So what's the problem?" she shrugged, whining as his grip loosened on her hips and he put her back down on the ground.

"We can't do this, love," he said.

It was like a cold bucket of water was splashed over her, ceasing the humming of her body. The sting of rejection began to creep over and her cheeks began to flush angrily.

"You don't want me?" she asked, her voice quiet and meek.

Klaus' eyes widened in surprise and he immediately reached for her.

She tried to push him away but his grip on her hips was too tight.

"No, no, I do," he claimed. "I want you more than anything."

His confession sent shivers down her spine and she looked up at him curiously, the humiliation of the situation seeping away.

"Then what is stopping you?" she asked, biting her lip apprehensively.

His eyes were troubled, obviously torn between leaving her high and dry (well, in this case wet), and ravishing her up against the wall of the living room. She looked up at him bemusedly, wondering what thoughts were racing through his head.

"I want you, so much," he confessed. "But I want it to be when we can both remember it."

Caroline snorted. "Klaus, I can assure you that I may be drunk but I'll remember. A girl doesn't forget what is sure to be mind-blowing sex."

Klaus smirked at that, his head tipping towards her as he agreed to her point.

"Still, you just broke up with Tyler. I'm not going have my first time with you as drunken hookup that will be remembered through hazy memories. You deserve so much better than that," Klaus continued, his face conveying his annoyance at his rare brush of conscience.

Caroline blinked at him before looking away.

"I've wanted this for a very long time," she whispered, Klaus' head looking up from the ground at the sound of her confession. "Longer than I'd like to admit."

"Really?" he asked, the hope brimming in his eyes.

She smiled slightly, nodding.

"But you're right," she admitted with a sad smile. "I'm too drunk to realize how much I'd regret it in the morning when I woke up."

Klaus nodded firmly, reaching out to lace his fingers with hers.

"Take me to bed?" Caroline asked.

Klaus opened his mouth to protest but she caught him off. "Just to sleep. Promise."

He studied her quietly before nodding. She smiled briefly, taking him by the hand and leading him to her bedroom. She hesitantly opened the door and looked at him. He swallowed heavily before going to gingerly sit on her bed.

"I'll wait," he said, nodding towards her bathroom.

She quirked up the corner of her mouth and quickly pulled out her nightclothes from her dresser as she headed to change

Studying her face in the mirror, Caroline gasped in horror. Her curls were a wreck, her lips red and swollen from his kisses, face and neck were pink from the stubble on his chin, and she had the beginnings of a hickey on her collarbone. She flushed slightly before changing, quickly downing a Tylenol to avoid the inevitable morning hangover and brushed her teeth. She tried smoothing her hair down, but decided she had already taken too much time in the bathroom.

Opening the door, she sheepishly peeked out at Klaus. He was in the same spot as she had left him, sitting on the edge of the bed looking as awkward as ever. Shyly, she stepped out of the bathroom. She smirked at the way Klaus' eyes widened as he took in the sight of her in tiny sleep shorts and a tank top.

"Aren't you going to get comfortable too?" Caroline asked, nodding towards his jeans.

He looked down as if just realizing that he was still half naked in the middle of her room, the tips of his ears reddening considerably. Unable to trust herself watching him undress, Caroline busied herself with turning down the comforter as she listened to him undo his belt and his pants hitting the floor.

Turning around slowly, she raked her eyes over his form unabashedly. Admiring the way his boxers did nothing to conceal his arousal for her, she flushed slightly at the proud smirk on his face when their gazes met.

"Get in," she muttered, slipping under the covers hurriedly.

Klaus walked around to the other side of the bed, hesitantly sliding in. "Are you sure?"

His question was soft and shy - very unlike Klaus.

Caroline nodded silently. "I don't want to be alone tonight."

He nodded, throwing her a small smile.

Reaching up and turning off her bedside lamp, she snuggled back in the bed. They laid there in awkward silence, both of them reliving the night's events. The silence was deafening, the air filled with tension as they both laid rigid and unmoving.

Caroline rolled her eyes, there was absolutely no way she was going to sleep tonight if this uneasiness continued.

"Screw it," she mumbled, rolling over to where she was cuddled up against his side. "Hold me."

Stiffly, Klaus followed her orders. It was clear he was uncomfortable with the affectionate gesture, but soon relaxed as she placed her hand on his abdomen, rubbing it softly with her thumb.

"Thank you," she whispered.

"What for?"

"Tonight," she said. "You took my mind off it. Even if I kind of attacked you when we got here."

Klaus hummed, propping his jaw up on the top of her head. "Anytime. You can attack me like that whenever you need to."

They laughed together, as she flushed in the moonlight. She smiled to herself, letting out a contented sigh before closing her eyes, letting his steady heartbeat lull her to sleep.


Caroline shifted slightly, blinking heavily at her bedside alarm clock. The numbers 4:30 stared back at her and she made a face. Sighing, she wiggled a little, freezing when an arm around her waist tightened.

Her heart began to race as she remembered inviting Klaus to stay the night after the adventurous night in the club. She was stone cold sober now, the visuals of hours earlier running through her mind. She waited for the cold feeling of shame to creep over her after her drunken shenanigans, but was confused when she was left with nothing but sheer desire for him.

Klaus shifted in his sleep, unknowingly pressing his erection against her ass. They had moved whilst she slept, Klaus now spooning her with his face buried in her curls. She moaned quietly at the sensation, her body taking precedence over her lucid mind. She pressed up against him, grinding his arousal with her backside. Klaus' hand shifted from her waist to under the hem of her tank top. She hissed quietly at the contact of his hand against her hot skin.

"Klaus?" she whispered.

His response was planting a hot kiss in the crook of her neck. She gasped softly, arching in his arms as his hand continued to stroke her stomach.

"Are you sober?" was his quiet whisper in her ear.

His hand drifted slowly down towards her core, her panties already damp in arousal.

He took her earlobe in his mouth, nibbling, sucking and kissing it. She whined, jerking her hips up towards his wandering hand.

"Yes. Completely," she gasped. "Please. Touch me."

He complied, his hand slipping into her shorts and past the lace of her panties. He groaned into her shoulder when he felt how wet she was. She nearly stopped breathing as his fingers traced her slit, dipping into and stroking her slick entrance. He peppered her neck with hot, open-mouth kisses, her soft moans filling the quiet morning air. His thumb rolled over her clit and her hips bucked.

"Klaus, please," she groaned.

He smiled against the flesh of her neck, biting it gently as he continued to rub her clit.

She turned her head to the side, crushing his lips to hers. His hand sped up his ministrations, slipping a finger into her entrance. The palm of his hand rubbed pleasurably against her, tightening the tension in her lower belly. Her guttural groan was muffled by his mouth and he inserted another finger, pumping them both steadily in her. Her hips rolled to meet his fingers of their own accord, coating his fingers with her arousal. Her clit was throbbing against his thumb, and he pressed down harder.

"I'm g-gonna-," she broke away from his lip, a sharp cry leaving her as he sped up his thrusts.

He watched her inquisitively as she bit her lip, the pool of arousal in her belly growing with his amazing motions. She threw her head back, closing her eyes as his free hand moved to cup her breast, tweaking a nipple.

Klaus nibbled on her neck, blowing hot against her ear.

"Come for me love," he ordered, the low rasp of his voice sending her flying over the edge.

Her inner walls clamped down on his fingers and she sobbed out her release, Klaus continuing to pump his fingers in her as he drew out her release. Her body shivered as it came off its high, his calming kiss on her temple making her hum contentedly.

That was by far probably the best orgasm she'd ever had.

And that was just by his hands.

In a flash, she had him underneath him and she was kissing him passionately. His hands trailed down her back, lifting her shirt up. She stripped off the offending clothes, smirking at his pleased expression at her naked torso. She shrieked as he rolled them over, trailing hot kisses down her chest. She gasped quietly as he engulfed her nipple with his mouth, rolling the other one between his fingers. He sucked gently, hardening the pink bud and nibbled on it slightly before switching breasts.

She sucked in a low breath, pressing her hips against him as she felt arousal began to pool in her stomach. Her core was already aching again and she hadn't even had a chance to touch him yet. He continued to feast on her chest with ravenous lip, teasing her endlessly.

"I want to feel you," she murmured, making Klaus freeze slightly before he crawled back up her torso.

"Are you sure about this? Because I know I'm sober and I want this and-"

"Shh," she mumbled against his lips, slipping her hand down his body. "I want this. Please."

A small smile tugged at his lips before settling into a sly smirk. "Well then, have at it sweetheart."

She beamed back at him, slipping a hand into his boxers. Her fingers wrapped around his length, stroking it gently as she brushed a thumb over the tip. He groaned, burying his face into the crook of her neck as she gently jacked him off.

She marveled at the feel of his cock in her hand, experimentally scratching a nail down the shaft. He twitched in her hands, the pulse in his chest jumping against hers. His unsteady breathing stroked her ego as she thrilled herself with having Klaus Mikaelson, the most confident, arrogant person she knew, moaning and to the brink of bliss in her hand. She increased the pace of her strokes, swirling her thumb over the tip as he panted into her neck.

"Stop," he hissed. "I won't last much longer."

"I want you," she confessed. "Now."

Klaus' answer was to kiss her as he kicked his boxers off. She broke the kiss to rid herself of her panties and sleep shorts before Klaus slapped her hands away. Painstakingly, he pulled down her clothes, kissing her thighs teasingly as he bypassed her wet heat.

His kisses sent heat to her throbbing core and her legs were shaking and feeling like jelly by the time he reached her kneecaps. He made his way back up her thighs, nipping at her clit playfully. She gasped, bucking her lips towards his mouth. He licked gently up her slit, moaning quietly at the taste. He swirled his tongue around her aching clit, Caroline's body shuddering.

"Please, I need you," she whimpered.

His response was to bury his lips in her folds, circling at her entrance with his tongue.

She whined, grinding her hips against his mouth.

"I need you in me," she begged, tugging at his hair. "Now."

He crawled back up her body, sucking a nipple into his mouth and she arched, throwing her head back.

"Please," she whined again and he released her breast with a pop.

Her body shook with arousal and she rubbed herself against his, hissing at the friction of his skin on hers.

"Condom? I didn't think-"

"On birth control," she gasped, pressing her chest against his. "Now."

He slid into her, growling as her slick heat enveloped him. She moaned, unable to disguise her pleasure. She rocked her hips experimentally, the motion causing Klaus' breath to catch in his throat.

He slid out briefly before pushing back into her, the motion creating the most delicious friction between their bodies. She laced her fingers through his hair, moving her hips to meet his as his steady thrusts continued. The tension in her belly began to tighten with every motion as her head spun with desire and everything that was Klaus.

She rolled her hips to his, groaning as he hit a sweet spot in her. He wrapped her leg around his waist, changing the angle to where he could thrust deeper into her. Her cries of passion encouraged him, his thrusts beginning to speed up as the stirrings of his orgasm began to appear.

"Klaus," she murmured, pulling his head down to crush her lips with his.

She whimpered into his mouth, crying out as he continued to steadily pump into her. All that could be heard was the sound of their bodies moving in sync together.

He felt her walls began to clench around her, the tell-tale sign of her climax building. He broke the kiss, buried his head in her curls and began to pound ferociously into her. She cried out, the tension in her belly tightening as she continued to chase that high.

"Come for me," Klaus groaned once more into her ear, sending her over the edge.

She cried out as her orgasm hit, sending shockwaves throughout her entire body. Her body trembled violently, the spasms causing Klaus' own orgasm to hit. He spilled into her, pumping still as she clenched around. His body shook against her and he grunted into her neck, the guttural sound being music to Caroline's ears.

They laid there, catching their breath as Klaus rolled off her. She hesitantly looked at him, unsure what to say. By the look in Klaus' eyes, he felt the exact same.

Wow.

That was by far, the best sex that Caroline had ever had. Beating every single time over the past five years with Tyler, hands down.

Klaus watched her with guarded eyes, his lips pressed together thoughtfully as he reached out and skimmed a hand down her torso. Her body shook pleasurably, her blood humming once again at his touch.

Onetime thing, onetime thing, her brain screamed at her.

She opened her mouth to say something, but the words wouldn't come out. Caroline sighed, rolling on to her side as she cuddled up to him.

"Just hold me," she commanded, too tired to assess the situation.

His arm curled around her waist, his naked flesh pressed flushed against her pleasurably. He pressed an affectionate kiss against her temple, the motion both worrying and thrilling to her.

How the hell was she ever going to resist him now?


Well... THAT was rousing! So, thoughts? What do we think is going to happen next? What the heck is going on in Klaus' head? Do we reaaaallly think that Caroline is going to be able to resist this hunk of a man? Do we really think Klaus can stick to his "not serious" relationship stance from the past chapters? Please review!

Things to look forward to the next chapter: more M-rated goodness, an awkward convo, A Klaus POV, and a HOLY SHIT I DID NOT SEE THIS COMING plot twist :)

Until Next Time

Kaitlyn