Elena's guilt overwhelmed her, threatening to crush her sanity which she was barely holding onto to begin with. She felt guilty for cheating on Stefan, it wasn't something she thought she'd ever do, but she felt equally guilty for cheating Damon. She'd cheated Damon for far too long, cheated him out of the knowledge that she did love him. He'd been dodging her calls for nearly a week now. She could've gone to the boarding house to confront him, but she didn't want to risk Stefan walking in or overhearing their discussion. Elena knew she needed to talk to them both at some point, but wasn't sure yet what to say. She needed to get Damon to understand that their night together wasn't just some meaningless romp. She wasn't trying to use him or hurt him. She needed to somehow get him to realize that she actually loved him, that he wasn't just some afterthought, or that she was just being fickle.

In the meantime, Stefan kept coming over to see how she was doing, playing the doting boyfriend. Stefan didn't know anything had happened, so he had no reason to act any differently. She'd managed to avoid much physical contact with him other than a hug. She felt dirty whenever he tried to kiss her, so she made excuses to pull away before it turned into anything beyond a quick peck. Since they'd gotten back together, something always prevented them from consummating their renewed relationship, and now that something happened with Damon, she wanted to keep it that way. She hadn't wanted to hurt Stefan's feelings, and she knew it wasn't his fault, but right now she found his attention annoying. All she could focus on was what had happened between her and Damon, and what she planned on telling him. All she wanted was to try to fix things with him. Instead, Stefan was there interrupting her thoughts, but worse yet was the thought that Damon knew where Stefan was, and that he thought she just jumped right back with Stefan after their night together. It killed her to imagine what he must be thinking, and how much he must be hurting.

Stefan played along with her charade for a bit, afraid to find out the truth. If he ignored it like he usually did, maybe it would go away. It didn't, so eventually he found himself asking her. "Did something go wrong with your feeding course?"

Nervously, Elena replied, "No, why do you ask?"

"Because Damon has been pretty quiet lately, avoiding me for the most part. He doesn't usually do that unless something is wrong. And you've been acting strange yourself, distant. What happened?"

The shaking in her voice was apparent, but still she tried to deny it. She didn't know what she planned on saying to Damon, and she definitely had no idea where to begin with Stefan. "Everything...everything is fine. He probably thinks you're still upset about him feeding me, or maybe it has something to do with the council. I really don't know." Please can we just change the subject, she desperately thought.

He nodded his head solemnly, knowing full well she was lying, but if she wasn't ready to tell him yet, then there was nothing else he could do. Her emotions were running wild, and he was afraid of rocking the boat sending her over the edge.

Seeing his presence wasn't wanted, he said, "Well I'm going to get going. You look like you could use some time to yourself." Stefan was great at making her feel guilty whether he did it intentionally or not.

She said, "I'm sorry Stefan. I really do just need some time alone right now. I promise we'll talk when I sort myself out."

This confrontation with Stefan motivated her to do what she'd been avoiding for the last week. Hiding from it wasn't going to make it go away, and it wasn't going to fix itself. It was time to talk to Damon even if she had to manipulate him to get his attention. She called his cell phone again, leaving him several messages, but he never returned her call. She couldn't blame him for not wanting to see her or talk to her. It had to be painful for him. Still, her desperation to talk to him grew the longer he avoided her. She needed to come up with a plan. She sent him a text.

Sent: "I've tried to reach you several times. Please call me back. It's really important. Please!"

There was a long pause before she received a response.

Received: "What's going on?"

Ok, he answered. The door is open.

Sent: "I need to talk to you. I need your help."

Received: "With what?'

Sent: "Having blood lust issues."

This was as good of a lie as any. She knew he would always help her if she needed it.

Received: 'Can't Stefan or Caroline help?"

Sent: "They're not around."

Received: "Where are they?"

Boy he's making this difficult.

Sent: "Caroline is with Tyler. I have no idea where Stefan is. Can I come over?"

What's taking him so long to reply?

Received: "Fine."

Whew! I've got his attention. Now what do I say when I get there?

She was actually shaking as she drove over to the boarding house. It was an odd feeling being so nervous to see him. Even when they'd been fighting after he slept with Rebekah, she hadn't felt like this. Maybe it was because she knew for once she needed to convince him to give her a chance. He had always chased her before. She had to lay her feelings on the line. She couldn't lose him, not now that her emotional flood gate was open.

She arrived at the house, turned off the car, and took a deep breath before she went in. She walked into the living room shyly, with her hands in her jeans pockets. Damon was pouring himself a drink, but he heard her come in. "Hey", she said softly.

Without looking up at her, he replied, "Hey." He gave her a sideways glance as he stirred his drink. Cutting to the chase, he asked, "So what happened?"

She began weaving the story she planned to use as her excuse for coming over. "I've been trying to feed on my own like we practiced."

He didn't move from behind the bar, but he was looking up at her now, sipping his drink. "And?"

"Each time I've tried I've taken more and more."

He looked at her curiously. "Tell me what happened."

She swallowed hard. "I went to the park like we'd done before. I coaxed a jogger over to me and started to feed, but I couldn't stop. The more I drank, the more I wanted. I knew I needed to stop before I drained her, but I couldn't pull myself away."

Remaining matter of fact, he asked, "Did you kill her?"

"No, I stopped but only because I heard someone coming then I ran away."

He gave her a sarcastic look. "Then how do you know she wasn't dead?" He could see she was shaken, so he decided to pour her a drink as well.

"I'd pulled her behind a car and went back after the person left. I fed her my blood then compelled her."

He raised his eyebrows and shrugged, as he walked over to hand her the drink. He said flatly, "Sloppy, but you didn't kill her at least. Here, this will help with the cravings." As soon as she grabbed the drink, he walked away from her as if the closeness were too much for him.

"Thanks."

He did his best to keep his affect cool, but she knew seeing her after what happened between them couldn't be any easier for him than it was for her, despite what he might make it look like. How do you shut your feelings off after you've spent such an intimate night with someone you care about? He may be a pro at one night stands, but she knew he deeply loved her. This had to affect him more than he was letting on. He sat on a chair across the room from her. Nice. Could he put any more distance between us?

He continued with the conversation at hand. "It takes time to get it under control. I think it's probably just too soon for you to hunt by yourself. Next time, you should take Barbie with you. God knows Stefan wouldn't be able to help you with that one."

She knew he was referring to his brother's issues with controlling his own blood lust, but the mention of Stefan made the tension between them somehow thicker, if that even was possible. He assumed she'd gone back to Stefan despite their night together. That's what this whole tension between them was about, her choosing Stefan but still manipulating him too. She said hesitantly, "I was hoping you'd continue to help me with that."

He paused looking into his glass before responding. "I don't think that's a good idea."

Defensively, she said, "Why because I might seduce you again?"

Without emotion, he replied, "Because you need to focus. Barbie can help you do that."

"So can you."

"No, not when your emotions are all over the place."

Her frustration started to show. She gave a nervous laugh. "So that's it? You're not going to help me? I can't be around you anymore?"

Trying to remain logical, he leaned back in his chair and draped his arm around the back of it. "It's for the best Elena."

"Best for who? Me or you?"

He replied calmly, "Both."

Tears started to well in her eyes. She shook her head. "How do you do it? How do you just turn it off so easily? Maybe you should've taught me that because for the life of me I haven't been able to figure out how to do it." In her frustration, she laid in a dig as a last ditch attempt to rile some emotion in him. "I guess it was just another one night stand to you." She got up and started to pace, wrapping her arms around herself, trying to hold back the tears. That stirred deep emotions in him. Just as she turned around, he was right in front of her, grabbing her by the shoulders.

Anger rose in his voice, as he looked her straight in the eyes. "You know that's not true!"

She stared back into his eyes finally seeing emotion there. "Then stop acting like you didn't feel anything!"

They were so close that her hair moved from his breath as he spoke. "It doesn't matter what I felt Elena. It never has and it never will." He let go of her shoulders, trying regain a modicum of composure.

The tears started streaming down her face. She shook her head fiercely. "That's not true. It matters to me."

"Really Elena? I tried to change. I did everything you wanted me to do, but it still wasn't enough. It's always Stefan..." She shook her head, no, as she tried to muffle her sobs. "...and it will always be Stefan. I'm supposed to believe that one night is going to change that?" Angry at himself for releasing his feelings, he turned away from her towards the fire.

She spoke to his back. "Yes, because I wouldn't have slept with you if I didn't feel something for you. You should know me well enough to know that."

His eyebrows were furrowed, and he was breathing heavily as he stared at the fire. "You're a vampire now. You'll do things you wouldn't have done as a human."

Through stifled sobs, she said, "I know I hurt you when I chose him, but I haven't gone back to him completely, not the way you think. We've just been trying to figure things out."

"It doesn't matter. You'll go back eventually."

She was getting so frustrated. He had every right to give her a hard time, but it was breaking her heart that she couldn't get through to him. "Do you know why I chose Stefan?"

Still facing the fire, he looked over his shoulder at her. "Because you're SO in love with him."

"Yes, I do love him." He looked back at the fire, trying to hide the pain at hearing the words he knew would come. "But that's not why I chose him. I chose him because he was safe."

He turned around, annoyed at her feeble excuse. "And I'm not because I lash out right?" That was the excuse she used in Denver, but it was only partially true.

"Everything with you is just so intense. With Stefan it's easier."

"Because he always caves to what you want."

"No...yes...I...I don't know...maybe. You have to understand Stefan and I didn't break up because we wanted to. We were pulled from each other. Look, all I know is when Ric died I felt like I lost my parents all over again. I just wanted to go back to the way things were when they made sense and I felt safe. ."

He felt like he was swallowing razor blades as he said, "Then you chose right. So what's the problem?"

She closed the gap between them. "The problem is it's all a lie Damon. We're both being naive, too much has changed to go back. None of us are the same people we were. I love Stefan, I do..."

Does she just enjoy ripping my heart out over and over? He couldn't believe insensitivity.

"...but not the way I love you." Her tone had softened into a plea of sincerity.

His eyes widened then narrowed in anger at her words. "I'm supposed to believe you love me? Right, that's why you keep choosing my brother."

"I know it doesn't make sense, but it's true. I've been fighting it for so long because it..it frightens me."

"Why?"

"Because it's unlike anything I've felt before. It makes me feel so out of control."

Damon blew up. "You think I like feeling out of control? That's all I've been since I met you!"

"I know that's the problem Damon. Things can be so volatile between us that when we're on the same team it's incredible, but when we're not, it destroys us. What if things didn't work out and I lost you?"

"That's a cop out. We've worked through things before Elena."

"Yes, as friends, but it would be different if we were involved. I mean we weren't even involved, and the thing with Rebekah tore us apart. What would've happened if we'd been more? You don't know how important you've become in my life. I've survived without Stefan, but if I lost you, I don't know what I would do."

Pissed, he said, "I guess we'll never know because it wasn't worth it to you to even try. Why should you when you can keep us both this way, right?"

She averted her eyes. As hard as it was to admit, she realized what he said was true. She hadn't wanted to let either of them go. Each Salvatore served a different purpose in her life.

He saw the recognition on her face. Through gritted teeth, he said, "Sorry, you don't get to have it both ways. I won't do that again."

Her eyes sprang back up to meet his. That was the last thing she wanted him to think. "I don't expect you to. I just want a chance to make things right. I love you."

Breathing heavily, Damon tried to control his emotions. He replied callously, "Sorry, it's too late. I don't believe you."

She nodded, trying to hold back the crocodile tears that were about to fall. She sniffled. "I'm sorry. I know how much I've hurt you, but I hope that one day you'll believe me." She wiped the tears that poured down her face and laughed nervously. "I have eternity to wait right?"

Before Damon could say anything else, Stefan walked in. He saw Elena crying. He looked at his brother then back at Elena concerned. "What's going on in here?"

Elena briefly looked at Damon then back to Stefan. Wiping the tears from her face, she said, "Nothing. Everything's fine. I've got to go." She walked out of the room quickly then out the front door.

Stefan looked at Damon, who had a seriously intense look on his face. "What did you do to upset her?"

Damon's eyes narrowed in anger at the assumption that he'd done something wrong as usual. "I didn't do anything. She did it to herself." Damon stormed out, grabbing his coat. I'm NOT in the mood for him. I've got to get out of here.

Damon drove around for a while, trying to digest what he'd just heard. He didn't know what to believe anymore. Whenever he'd accepted that she would never be his, she would decide to throw him a bone, making him think he somehow still stood a chance. Each time he'd tell himself he wasn't going to fall for it, but he always did. Hope was a bitch. In the end, it was always Stefan, and he was left with a broken heart. He wouldn't let himself fall for it again. He had to move on. But this time she actually poured her heart out. She didn't say she didn't know. Instead, she said she loves me. No, don't believe it. She doesn't really mean it. She just wants to keep me around for when she needs me. He let out a deep sigh in frustration. In a last minute decision, he swerved off the road into the parking lot of a liquor store, and bought a fifth of bourbon. He needed a quiet place to think and be alone. The only place that came to mind was the cemetery where he'd buried his only friend Alaric. He sat on the stone bench near his headstone and pulled the cap off of the bottle, raising it in a toast. "Here's to you Ric. God I wish you were here to knock some sense into me. I'm sure you'd tell me to stay away from her. Sorry I didn't listen to you. I guess I never learn." He drank himself into oblivion so he wouldn't have to think or feel anything. His heart just couldn't take anymore abuse right now.