'Earth to Elena!'

Elena was dragged back into reality by the irritated tone in Caroline's voice.

'You haven't heard anything I've said at all, have you? Caroline let out a sigh of frustration. 'Ok, so you really need to tell me what's going on with you.'

Trying to avoid the subject wouldn't cut it for Caroline any longer, Elena was sure of it. They were sitting on Caroline's bed, listening to music, after Elena had watched Caroline model some new outfits she'd bought for the approaching masquerade ball at the Lockwood's. Caroline had fallen for a beautiful red off-the-shoulder dress and she'd been telling Elena about the mask she was going to wear, when Elena had sort of zoomed out.

She might as well fess up. And, maybe Caroline could shed some light to Elena's… well, problem. Elena just didn't know how to breach it.

She knew it would be easier to talk to Caroline about this than with Bonnie. Not that she didn't trust Bonnie. It was just that, Bonnie really hated Damon. And to tell her about a crazy sexual longing to a person she hates, Elena kind of knew how that conversation would end.

Elena usually pretended it wasn't true, but, the matter of the fact was, that in letting Stefan and Damon Salvatore into her life, she and Bonnie had been pulled apart. She didn't know how it had happened really, but this divide had permanently damaged the closeness they'd shared.

She could understand that it upset Bonnie, but if Bonnie wasn't willing to meet her half way, like she did, they would stay divided. She would wait for Bonnie to get over her aversion to vampires, but Elena wouldn't bend. So that's why, she was here with Caroline, looking at dresses and talking smack. And really, not paying any attention at all to what Caroline was saying. Poor thing.

She looked over at Caroline who was staring back at her intently and with furrowed brow. There was no other way than to take the bull by its horn.

'I've had these weird dreams lately. They scare me.' She let out a puff of breath as a flare of Damon's fiery blue eyes flickered before her.

'What are they about?' Caroline asked, smiling now. 'You know, it's too late saying you're afraid of the dark and supernatural creatures.'

Elena smiled back, a small smile. A sad smile, Caroline noticed. She scooted closer to her friend.

'What's wrong, Elena.' There was real concern in her voice.

A short intake of breath and Elena told a stunned Caroline about the weird lifelike dreams she'd been having about Damon. About how real they felt, and how she could still feel his touch against her skin. She skipped the part about wanting Damon to draw her blood and how much the thought exited her, but somewhere she got the feeling that Caroline understood.

Caroline didn't open her mouth for a long time. They sat in silence, both contemplating what Elena had just said.

Eventually Caroline slowly shook her head.

'Wow, Elena. I really don't know what to say. I mean, it's Damon. You don't even like him. He tried to kill Jeremy. And Bonnie.' Her eyes hardened. 'And me for that matter.'

Elena inadvertently mimicked Caroline's headshake.

'I know', she whined. 'What is wrong with me? I've never thought about him that way before. And now, all of a sudden, I can't stop thinking about him. I'm just so glad he doesn't know; can you imagine if he'd find out.' Elena fell back on the bed and groaned. 'It just felt like he was really there, in my room. Do you know that I nearly confronted him yesterday? My god, I'm so stupid.'

Caroline's head quickly turned to Elena. She looked down at her, looking slightly rattled. But Elena didn't notice, as she had her arms crossed over her face.

'Hey, Elena. I just remembered. I have to meet up with Tyler. We're kinda gonna go through the whole werewolf list of things he needs for his transition.' She slid off the bed and stood up.

Elena lifted her arms from her face and looked over at Caroline, who seemed to avoid her eyes.

'Oh, ok.' Elena stood up as well and brushed her clothes straight with shaking hands.

This hadn't gone too well, she thought. Caroline is avoiding me now. She's actually lying to get rid of me.

Elena started to walk out of Caroline's stylishly romantic bedroom. She turned around by the opening trying to catch Caroline's eyes, but Caroline was steadily avoiding lifting her gaze up to meet Elena's.

'Well. See you.' Elena said quietly and walked out.

Damon didn't even see her coming.

There was a huge crash as something pushed him into the wall of the farthest part of the library in the boarding house. He used his vampire speed to get back on his feet, but she was already standing up, fangs out, blonde hair tousled.

He rolled his eyes and let out a bored sigh.

'It's you,' he drawled and started to walk past her, to the whiskey smooth he'd poured himself as she came barging in.

Caroline hissed and took a quick step in front of him to stop him.

'Caroline', he smiled dangerously. 'Get out of my way.'

She shook her head, but de-vamped.

'What you're doing to Elena is despicable, Damon. Even for you.' She spat the words and looked him up and down with a disgusted look on her face.

His brows furrowed for a moment, but then he shrugged it off and pushed past her. Whatever she was up to, he wasn't going to fall for it. He wasn't joking when he'd called her Vampire-Barbie. He'd never take her seriously.

She vampire-sped in front of him again, this time snagging the drink he'd picked up from his hand and threw it into the fireplace.

'I'm not joking around, Damon!' Caroline yelled. 'You compelling Elena and getting into her head while she sleeps is not cool, and you know it. And how the hell do you manage it anyways? She's wearing her vervain necklace.'

At this Damon stopped thinking about the best way to throttle Blondie and he focused on what she'd really been saying.

'What do you mean by getting into her dreams, Caroline?' His eyes narrowed. 'And since when have I been able to compel someone who's wearing vervain?'

(He knew he looked as though he didn't care, but there would have been visible signs of sweating on his forehead, had he not been a vampire.)

'Elena told me', Caroline snapped. 'And I know you well enough to know that you'd stoop that low.' She threw her hair over her shoulder and looked at him with a raised chin. 'You did it to me, remember.'

'I did it to you because you didn't wear vervain. I did it because I could.'

Suddenly anger flared inside of Damon. He shouldn't have to try to defend himself. He had done nothing wrong here. 'And because, you were easy that way.' His customary evil smirk was back in place.

Caroline's head whipped back out of hurt.

Damon took the opportunity to try to get out of her the reason Elena would lie about having her dreams tampered with by him. He had done no such thing, his conscience was clear. The compelling he had done, had been necessary, not out of spite or selfishness.

He moved closer to Caroline, staring hard into her eyes. She tried to evade his intent look, but she couldn't slide away from him.

'Now, I think you should tell me why Elena is telling you tales, Blondie.'