A/N: I just wanted to say a quick thank you to everyone reading. Thanks for all the follows, favourites and reviews. They really mean a lot and I LOVE reading what you guys are thinking about the story and where you think it's heading. This is kinda my first time writting anything so i dont really know what im doing (story of my life) but i hope you're all enjoying the story so far. Also, if you have any questions or requests of things you might want to see don't hesitate to ask my tumblr account can be found on my profile where i sometimes give out sneak peeks when lovely annon's ask. Ok i will stop babbling on now and let you read the chapter hope you enjoy 💜

After everything they have been through, they were still the same Stefan and Caroline. Five years of heartbreak and a frosty reception after returning home, they sat in that hospital room falling back into old habits. It was in that moment he realised that was just who they were. Best friends to their core and no matter what happened in the world around them they would always be. They would always have that connection, and that gave him hope. Hope that they could back to where they were before he left. He could help comfort her over the loss of her mother, while her mere existence in his arms comforted him. Made him feel whole again. Admittedly he would give anything for her to not have to be going through this pain right now, but the selfish part of his brain loved the fact that those walls she built when he first returned are crumbling piece by piece.

As if sensing his thoughts Caroline snapped away from him as if his touch burnt her, and vigorously wiped away her tears trying to compose herself.

"Sorry... I-I uhh, I guess I haven't talk to anyone about my mom in a long time. Damon always jokes that I blocked out all emotions when she died" She explained while rolling her eyes.

He let out a light laugh. "It's okay.. and, I'm always here if you want to talk about her".

The tension in the room was thick as they sat there looking into each others eyes. Still reeling from what just happened. Stefan eyes had a mind of their own as they filtered down from her bloodshot puffy eyes to the slight red tip of her nose, landing on her lips.

His eyes opened to rose plump lips as he snuck into a tight bedroom closet. His gaze slowly filtered up to piercing blue eyes as he suddenly recognized the blonde currently hiding in there with him.

"What are you doing here?" They both asked simultaneously.

"Is the sheriff still out there?" Caroline whispered.

"No I'm hiding in a closet for no reason" Stefan sarcastically whispered back receiving a deadpan look from Caroline.

"Seriously what are you doing here?" He asked curious as to how she ended up at a college party on the other side of town.

"Well if she sees me I'm going to get in trouble for sneaking out and drinking at 15" She explained slowly as if to a child.

"No I mean why are you here... at this party?"

"What I'm seeing this guy who goes here..." of course she is. Typical Caroline it always involves a guy. Okay he didn't exactly know her very well, but he knew her type. And he heard things in passing at school, from Elena and not forgetting his own experience when they first met.

"...Why are you?" She asked irritated.

"My brother dragged me along" it was true since moving to mystic falls last month Damon insisted he come out with him and stop hibernating in his room. He hadn't made many friends yet he could pretend he was going out with instead so he eventually caved. As soon as the sheriff turned up his brother was nowhere to be found so he decided to hide here.

"So is Elena here too?"

"No, I think she's with Bonnie tonight"

"Oh" she looked sad for a minute looking at the floor before raising her head and smiling. It was clearly fake, but he didn't know her, he wasn't going to question it.

They both shifted uncomfortably as Caroline fell against his chest. He felt the warmth of her body move through his shirt. His heart rate suddenly quicked. Breathes becoming shallower.

"Sorry" she squeaked moving to take a step back hitting against the wall.

"It's okay" he responded as he did the same. The tight space left their bodies still flushed against one another. He looked around the tight space irritation building again. Deep breaths.

"I'm gonna kill Damon" he muttered more so to himself.

"Damon's your brother?" Caroline asked as her face scrunched.

"Yeah. Why?"

"No reason, it's just your so different. I'm mean he's so... and you're so... you know?" She made gestures with her hands and face while barely being able to move in such a tight space looking ridiculous.

"Yeah" the corner of his mouth twitched upwards at her attempt of an explanation.

"Really, cause I have no idea what I'm talking about" she gave him a confused look.

"No, yeah that's what I got" there was a second pause before they burst out laughing. Maybe it was the effect of the alcohol, because Stefan never laughed. Not really, especially with strangers he barely new.

"Shhh, do you hear that"

Tap tap tap tap. He narrowed his eyes as he recognised the sound that seem to emanate closer to him then outside the door. He looked down to see Caroline's right foot tapping against the hardwood floor as her leg shook.

"I think that's you"

"Oh". She put her hand on her leg to stop it shaking. When she relaxed she lifted her hand. Tap tap tap her leg continued to shake. It was probably because she was nervous.

"Sorry"

"It's okay..look it probably won't even be that bad if she finds us. She might not even tell your parents" he tried to reason with her in an attempt to calm her down before she gets them both caught. She looked to him confused.

"She is my mom"

"What? Who is?"

"The sheriff" she responded in a 'duh' tone.

"Ahhh"

"Yeah.. she's totally gonna kill me, and I lied to her face! Oh my god I'm so dead.. I'm dead. And she'll probably tell my dad, and he's already mad at me as it is. He's gonna take off with his new family for good now. My mom is gonna yell and What am I going to do? O my god she's gonna kill me" she started panting in breath as her hands went to cover her face. She looked to be having a panic attack.

"Ok calm down, it's gonna be fine she won't find us if you calm down".

She wasn't calming down. If anything her breathing became more erratic. He needed to take action before she passed out. He grabbed hold of her wrists pulling them from her face as he looked directly into her eyes encouraging her to take deep breaths copying him.

"Just breathe... breathe"

She shut her eyes tight shaking her head, so he grabbed hold of her face and forced her to look at him again.

"Yes, yes just breathe.." She took deep breaths mimicking his actions and after a few minutes her breathing completely calmed down, though his hands remained firm cupping her face.

"How did you do that?" She innocently whispered.

"I get them too... panic attacks...I'm.. I'm kinda claustrophobic".

Her eyes glanced around the room before falling back onto him as he gave a tight lipped nod.

"Sometimes I sing ...it helps" She said in a small voice as he smiled.

"You don't wanna hear me sing"

They both breathed a sigh of relief as his thumb subconsciously started stroking her cheeks in a mind of their own.

"Thank you" her soft vulnerable voice cause a knot to form in his throat as he swallowed hard and removed his hands from her face. Both still reeling from the incident looked to each other as tension filled the room. Suddenly the door swung open revealing a very unhappy looking sheriff.

"Hi mom".

"Do you remember the time Liz caught us-"

"- Stefan.." Caroline interrupted.

".. I know what you're trying to do, but I don't really feel like going down memory lane right now. So could we please just finish what we came here for so I can go back home". And her walls were back up.

"Of course".

He continued taking the blood samples as an awkward silence engulfed the room. The tension could be cut with a knife as they both looked to avoid eye contact. He couldn't tell if she was fidgeting due to her fear of hospitals or for fear of letting him close again after the moment they just shared.

"Friends?"

"Yeah, I mean you're dating Elena, and she's my best friend so i think that makes us friends?"

"I don't know... I'm kinda a loner"

"Oh I would never have guessed" she teased. The evidence being him currently sitting alone at a table in the mystic grill on a Saturday.

"Look you don't have to I just thought it be nice to. You know you really helped me out last week and I figured I owe you one"

"Oh so you're doing me a favour?"

"No no it's not that I..." She stopped noticing the slight smirk on his face. "You're teasing me" he gave her a light smile as she fell into the seat next to him.

"I just figured it would be nice you know. If nothing more then to be friends with someone who can calm me down from my panic attacks. You seem to know what you're doing, and it got me thinking. The first stage of friendship is trust. And after what you did for me... I trust you. So I figured. Why not? I'm mean we don't have to be if you dont want to. I can be a bit full on and I -"

"Caroline" Stefan amused interrupted her ramblings

"I'm doing that thing when I don't stop talking aren't I. You should just tell me to shut up when I do that. I mean I do it all the time. I'm starting this friendship all wrong aren't I should just go see if-"

"Caroline-" he laughed out her name.

"We're friends" he smiled at her as she gently smiled back eyes wrinkling at the corner.

"Good"

"Good"

"So now that we're friend's..." Oh here we go he thought to himself. The real reason she came over to talk to him. She wanted something.

"... I was thinking maybe you could teach me how you calmed me down last week... so I can do it for you seeing as you're claustrophobic and all. Although i don't suggest you go hiding in any more small spaces"

"Yeah like i had much of a choice. And are you sure you're looking for a friend and not like a mentor or something?"

"Call yourself what you want. Besides we both know I'd be one of those proteges that surpass the teacher" she gave a proud smile.

"No doubt"

"Besides... if you're my mentor I can be you're sober sponsor"

"My what?"

"I mean, it's 10 in the morning and you're drinking bourbon" she announced reaching over taking a gulp of his drink.

"Wow ...What a great sober sponsor you are" he teased. She shrugged a shoulder smiling at him before they burst into laughter.

"Do you start all friendships off like this?" He asked wide grin on his face.

"Like what?"

"Like you're making a business deal"

"No normally I don't give people no choice"

"Oh so this is me getting a choice?"

"Not really" . They both started laughing again drawing the attention from a few people in the bar. She reached forward for another gulp of his drink. Yeah she would be a terrible sober sponsor.

"They really need to start checking id's in here before my mom finds out".

He gave a tight lipped nod.

"So what did she say when she took you home last week?"

"Oh you know the usual. Im very disappointed in you Caroline. No parties for month" she complained imitating her mom's voice to which they thought was hilariously bad.

"On the up side she didn't call my dad though" she tilted her head and smlied.

"How bout yours?"

"Oh they didn't say much" a silent second passed them before Caroline spoke up.

"You know this friendship thing works both ways Stefan. I mean it can't be all me stealing drinks and getting you to calm me down from panic attacks... I'm your friend too"

He looked down at the table for a second before meeting her eyes thinking about what she said earlier. Friendship is based on trust, and something in those piercing blue eyes was telling him to trust her. So he took a leap of faith.

"Actually my mom spent the entire night calming my dad down and Damon took off before he could scream at him anymore" he gave a grim smile gulping down the rest of his drink.

"Did they blame Damon?" He nodded.

"Yeah I'm kinda the golden son..." he rolled his eyes at that ".. So Damon got in trouble for leading me down the wrong path."

"Huh... I wish I had a brother to blame everything I do wrong on..."

He gently laughed at her response.

"... I mean seriously. It would make my life so much easier"

"Seriously?"

"O my god, we've been friends five minutes and you already sound like me. I think I'm rubbing off on you."

"Caroline ... shut-up"

She did her delicate laugh, before giving him a light smile while a wide grin spread across his face. She had literally snapped him out of his self pitying before he even realised he was doing it.

"Caroline you need to calm down"

"Easy for you to say you're not stuck inside this giant robot thingy shooting lasers at you"

"Its just a CAT scan and it's not gonna shoot lasers at you. I just need to take a scan of you for precaution ok... For my own piece of mind"

She continued fidgeting in the machine. While Stefan stood aggregated in the conjoined room watching her through the window. It was exhausting he was trying to help her for gods sake and she was fighting him every step of the way. Did she need to be so stubborn. He gets it, she hates him.

"Will you just trust me?"

He could see her shut her eyes and take a deep breath. Stefan recognized her telltale sign of someone aggressively annoying her as she bit the inside of her cheeks as her eyes flew open.

"Will you just hurry up with this stupid thing"

"I can't do it if you don't calm down"

"How the hell an I suppose to stay calm?".

That question hurt way more than it should. It was a slap to the face for Stefan who prided himself on always being able to calm Caroline down no matter what. Whether it was her neurotic tendencies or one of her panic attacks he could always do it. No matter what was going on in their lives he could do that for her in the ways she would stop him brooding so much and actually have fun. It was always instinctual. He didn't know how to describe it. Even before he really knew her they had that connection. On paper they shouldnt work. He's all serious and broody, while she's all bubbly and bright. He carries a dark cloud around with him while she's all sunshine and rainbows. They shouldn't work but they do. Or rather did.

The concept of them holding onto that was shredding as the minutes moved on and her breathing became more erratic. His presence was if anything making her worse and it was crushing. Crushing him that through everything they've been through she couldn't trust him anymore to do that for her. To be what she needs.

He closed his eyes head leaning back stretching his neck.

"Why don't you sing?" He questioned in a small voice.

"What?" She asked in a small voice.

"Sing? You know it use to calm you down when you were all nervous... You still sing right?"

There was a beat of silence before she answered.

"...Of course... But I'm not gonna sing in front of you it's weird"

"I've heard you sing like a million times Caroline"

"Yeah well that was different... and it's weird I'm not gonna sing in some hospital room in front of strangers"

"It's only me here"

"Exactly".