I own nothing...

He watched her sleep. Last night had been different. Instead of cringing away or screaming when Klaus bit her, Caroline turned and exposed her neck offering her blood to him. That had never happened before unless he compelled someone. She had not feared him. Klaus had feared and terrified others for over 600 years, and here this one girl did not turn away from him. Klaus had been turned away his entire life. By his mother, his father, his siblings, but not this girl. It scared him. It seemed to awaken something Klaus had not felt in 600 years. Caroline must have felt him staring at her because she began to stir.

"Are you watching me sleep?" Caroline asked.

"Yes," Klaus answered and she smiled.

"Come here," Caroline said, "Lay next to me." For reasons he would never know Klaus did as she asked and laid down next to her.

"So women in the 21st century dress like prostitutes," Rebekah said coming out of the dressing room, "No offense Caroline."

"Actress," Caroline corrected from her spot between Klaus's legs on the red chair, "I already slapped Katerina around for calling me that. You are my best friend, my sister, but don't think I won't."

"I am just saying I got dirty looks for wearing trousers," Rebekah said not wanting to anger Caroline. Caroline's past was not something she liked to discuss. Klaus rolled his eyes at Caroline who giggled while Rebekah complained about the music. Klaus liked watching Caroline dance to this music.

"Are we done?" Klaus said sharply.

"And why are you so grumpy?" Rebekah asked.

"I needed one thing from you," Klaus replied, "Your necklace to see why my hybrids were dying and you lost it."

"I didn't..." Rebekah began to say but Caroline cut her off.

"Okay, I'm out," Caroline said getting up.

"Where are you going?" Klaus asked.

"To the section where I can find something that will make you less grumpy," Caroline answered and walked away. Really, what would they do without her?

K&C

She met them at the check out where they compelled the cashier to give them the items for free. Klaus kept trying to peek into Caroline's bag but she slapped his hand away.

"No," Caroline said and Klaus pouted, actually pouted.

"I have missed you," Rebekah said, "You are the only one who can get him to shut up."

"Rebekah..." Klaus warned, "You might be my favorite sibling, but don't think I will naturalize in a heartbeat if you cross me."

"Whatever," Rebekah said, "Where's Stefan?"

"I don't think he could stand shopping with us any longer," Caroline answered.

"I would have run too if you weren't sitting on me," Klaus told her.

"Well fine I won't sit on you ever again," Caroline said and then walked away.

"Wait, what?" Klaus said going after her. Rebekah covered her mouth with her hand to hide her laughter. She forgot how much she liked Klaus when he was around Caroline. He was always so serious all the time, and Caroline brought out a new side of him. One she had missed.

Not too long after they came back to Gloria's Stefan finally showed up. Caroline and Rebekah were sitting on the counter while Klaus sitting on a chair in front of Caroline with her legs dangling in front of him. They were holding hands and Klaus was rubbing her hand back and forth with his thumb.

"You left us," Rebekah said as soon as he walked in.

"Retail therapy was making my head explode," Stefan said.

"Tell me..." Klaus began to say but Caroline raised and an eyebrow at him meaning if you want to see inside the bag don't finish that sentence.

"What's she doing?" Stefan asked looking at Gloria.

"She's failing," Klaus answered.

"It's hard to find something when you have nothing to go on," Gloria said.

"So use me," Rebekah said jumping off the counter, "I only wore it for a 1000 years."

"See, this one here offers a solution." Gloria said and held out her hand for Rebekah to take.

"She's...uh...looking for the necklace huh?" Stefan said almost stammering.

"I found it," Gloria said after a moment and Caroline thought she saw Stefan tense. When asked where it was Gloria informed them it doesn't work that way, and she would need more time. Without all the hovering.

"Let's go get a drink." Stefan suggested and the four left the witch alone to work.

K&C

"Caroline make him stop being mean to me," Rebekah said when the two boys were teasing her.

"Well it isn't as if you are a walk in the park all the time either, my love," Caroline said to Klaus. "Stefan mentioned once about wanting to blow his head off." Rebekah laughed.

"Fantastic," Rebekah said.

"You are supposed to be on my side," Klaus said not liking to be teamed up on as much as his sister.

"I am always on your side Klaus," Caroline said pushing the drained dead body off her lap. She kissed Klaus on the cheek, but he was still scowling.

"I need to go," Stefan said getting up.

"Where's he going?" Rebekah asked.

"To write a name on a wall," Klaus answered, "Long story."

"Trust me you don't want to hear it," Caroline assured her, "It's really weird, you have a very strange taste in men Rebekah."

"Well no better then yours," Rebekah said and Klaus narrowed his eyes at her.

K&C

"Where is she?" Caroline asked as she and Klaus went to look for Gloria. She was no where to be found. "Looks like she changed her mind about helping us."

"We need a new witch," Klaus said already coming up with a new plan.

"What about Bonnie?" Caroline asked. "I told you she would come in handy."

"Yes, yes I know," Klaus said angry at Gloria for running, "You were right in sparing her, even though she did try and kill me."

"Let's go find Stefan and Rebekah," Caroline said.

"We need to find a new witch immediately," Klaus said as soon as they found them. "Gloria's cleared out." Sensing the tension between Rebekah and Stefan he asked, "What's going on?"

"He was asking about Mikael," Rebekah answered and Caroline's eyes went wide. "He's not with us Nic," Rebekah said.

"Of course he isn't, not yet," Caroline said, "Stefan left his entire life behind, his girlfriend just died. Things are not going to be how they were in the 20's overnight."

"No there is something else," Rebekah said, "He is hiding something." Stefan faced Klaus who snapped his neck in a flash. Stefan fell to the ground.

"Well looks like we are going home," Klaus said looking down at Stefan.

K&C

Caroline saw the almost sad look on Klaus's face. She knew he a part of him wanted his friend back. They were back at their hotel suit before leaving in the morning for Mystic Falls. Rebekah was watching over Stefan snapping his neck whenever he woke up.

"You of all people can understand wanting to protect someone," Caroline finally said.

"Can I trust no one but you?" Klaus said more to himself.

"He did do everything you told him too," Caroline reminded him. "Became a ripper, your sidekick."

"To protect her!" Klaus yelled and then softer, "Not for me."

"Stefan loves her, loves her Klaus," Caroline said, "I understand. I would do anything to protect you. I love you." Klaus just looked at her for a moment.

"Does it bother you?" Klaus asked.

"What?" Caroline said confused.

"That I never say it back," Klaus said and Caroline smiled softly.

"You heard those words so little in your life, you don't know how to say it back." Caroline said touching his cheek, "But that doesn't mean you don't feel it." Klaus nodded.

"Thank you," Klaus said not really knowing what for. Maybe just for everything. Loving him, believing in him, not ever truly leaving him.

"All right Mr. Grumpy," Caroline said taking her robe off slowly, "Let's see if we can make that frown upside down." Klaus grinned like a wolf and ran at her. Caroline shrieked and wrapped her legs around his waist and he slammed the door shut.

They were leaning against the broken bed.

"I should have gotten some sleep before we did that," Caroline said with a yawn, "We broke the bed again." Caroline also glanced at the door almost split in half that he had pushed her against, and then the dent in the wall that she had pushed him into. "And I thought vampire/vampire sex was rough, but apparently is nothing compared to hybrid/vamp sex." Klaus laughed.

"Apparently," He said amused still.

"So I suppose I am sleeping on the floor then," Caroline said yawning again. Klaus only rolled his eyes and pulled her into his lap. She rested her head against his chest.

"Sleep," Klaus instructed, "You already use my chest as a pillow, might as well use me as a bed as well." Caroline smiled sleepily.

"See you do love me," Caroline said and then fell asleep before he could say anything. He just looked at the wound on her neck heal knowing the bite on his own neck already had.

K&C

"You Originals and your tempers," Caroline said as she watched Stefan fall the the ground with the metal rod still in his stomach. "Ouch."

"We get it from our father," Rebekah said.

"I am going inside before he wakes up and you try to take off another part of his anatomy." Caroline said and walked away not waiting to see it.

K&C

The doors crashed open again revealing Bonnie and Matt.

"Bonnie get out of here!" Elena called and the door opened again revealing a blond girl, not Caroline, pulling Tyler.

"Like you all to meet my sister," Klaus said, "Word of warning she can be quite mean."

"Don't be an ass." Rebekah said. Klaus pulled Tyler to him roughly.

"Leave him alone," Elena said but laughter turned their attention the entrance of the gym.

"That's funny, my love, you calling someone mean," Caroline said and Klaus rolled his eyes.

"Where is Prince Charming?" Klaus asked.

"Rebekah went all jealous ex on him," Caroline said, "He won't be walking for a while."

"Where is he!" Elena cried.

"He's fine," Caroline assured her, "For now. He really loves you."

"Oi," Rebekah yelled, "Wrong side Caroline!"

"You need a boyfriend," Caroline said and then looked at Matt, "You're cute. Rebekah can actually be nice, you should date her." Matt's mouth dropped open.

"Caroline focus!" Klaus shouted.

"Sorry, continue," Caroline said walking over place her hand in Elena's. Elena had to admit it was a lot better then being man handled by the arm. But it was still a warning.

"I am going to make this very simple," Klaus said taking Tyler once again roughly by the arm, "Every time I try and make a hybrid they end up dying during the transition. It is quite horrible." Klaus bit his wrist and put it to Tyler's mouth. Elena gasped, but Caroline still held her hand. "I need you to find a way to save them Bonnie, and for Tyler's sake you better hurry." Klaus then snapped his neck and Tyler fell to the ground. Elena gasped again and turned and hid her face in Caroline's chest who rubbed her back soothingly.

"He killed him," Matt said in awe.

"He's not dead," Elena said moments later, "Klaus's blood will turn him into a vampire."

"And if Bonnie doesn't find out a way to save him, Tyler really will be dead," Klaus said walking back over to them, "So run along Bonnie, we will hold onto Elena to make sure you don't do anything foolish."

"The longer you take the more he suffers," Caroline said remembering what had happened before. It had been hard to watch the blood come out of Ray's eyes. Elena nodded at them and Bonnie and Matt left. Elena felt a hand being slipped into hers and saw Caroline standing next to her again.

"So this is the latest doppelganger," Rebekah said looking Elena up and down, "The original was prettier."

"Elena is the nicest by far," Caroline said.

"You just don't like Tatia by default," Rebekah said and Caroline narrowed her eyes at her.

"Tatia was..." Caroline began to say.

"Enough," Klaus said not wanting a cat-fight between the two. It would have been amusing to watch, yes, but they didn't have time. "Rebekah take wolf boy else where." Rebekah smiled with fake sweetness and began to drag Tyler out.

"Rebekah," Caroline called and Rebekah rolled her eyes and picked Tyler up and put him over her shoulder.

"Caroline you watch Elena, I am going to see if Romeo has waken up from his nap." Klaus said and Caroline nodded. He kissed her quickly and then left.

"Stupid Tatia..." Caroline mumbled to herself.

"Who's Tatia?" Elena asked.

"Don't get me started," Caroline replied.

K&C

"I've never been to high school before," Caroline said conversationally.

"I just watched one of my closest friends get killed and you expect to make small talk?" Elena said.

"I am much better company then Klaus you have to admit," Caroline said, "And I hate silence. It feels so loud."

"So Klaus spends all of his time with a chatterbox?" Elena said confused and Caroline laughed.

"He is so broody and quiet someone has to keep the conversation going," Caroline said talking like she and Elena had been friends for years. "Being with him and Stefan this summer was almost painful, there are two people who really need to let loose sometimes."

"Why are you loyal to him?" Elena said not taking it anymore, "You seem like a good person, but you watch and let him hurt people, he killed most of his family. How can you?"

"I killed my family too you know," Caroline said instead of answering.

"You did?" Elena asked.

"Yep," Caroline replied, "I killed my brother and father, my mother was dead by then."

"Why?" Elena asked a little shocked.

"Being pretty can be a curse," Caroline told her, "Especially back then."

"I'm sorry," Elena said and Caroline looked at her.

"You like stories Elena?" Caroline asked, "Want to hear mine?"

...

What did you think? Next chapter Caroline's past will be reveled!

Thanks for the reviews wanting me to continue, you gave me a lot of encouragement and I have the next chapter almost done! Keep it up please!

You all rock, enough said. Thank you for reading and reviewing and all that jazz!