Hey guys, here's a story that crept into my mind after all of this Damon and Elena angst. I feel like they need to just have it out already and just be honest with one another instead of hiding behind other problems and people. I feel like Elena especially deserves a moment of insanity after everything she's been through. She's just a girl. So here's my take on it all. Lastly, please leave a comment behind. I really enjoyed writing this and would love some feedback. Who knows, maybe I'll add onto it.

They haven't been on good terms as of late. Scratch that. They haven't been on any terms as of late. Elena, the very picture of class and elegance in a golden dress, put a quick dagger to Damon's heart when she stated how inconvenient his love for her was at the ball. Elena was certainly no fucking Cinderella nor was he a noble, patient hero of her heart. It took him only a few short hours to find Elena's greatest enemy and fuck her hard and long into the night, and since life was particularly poetic, Elena was left to discover Rebecca immediately the next morning departing on her walk of shame-although the look Rebecca threw Elena could hardly be called shame.

All of that is what makes getting a call from Caroline that they can't find Elena all the more hilarious to Damon. Of course! Why not call the guy she's not talking to to track down her damsel-in-distress ass? He's been binge drinking on blood bags while quietly entertaining himself with the idea that they're in fact her neck, but sure, it shouldn't be a problem. Save the girl, get a golden star. Forget that what he really wants is to snap her neck. Drain her dry. Drown her dead. Hold her tight. Kiss her long. Make her his. Never ever fucking stop loving her!

Damon shakes those thoughts out of his head as he enters a random, out the way bar on the out-skirts of town. He doesn't really think he'll find her here, but he needs to take a break from his Elena-obsessing and this is the perfect place. It's some low-key college hang-out where no one will recognize him and convict him of high treason for his momentary cease-search of Mystic Fall's town princess, one Miss Elena Gilbert. Unfortunately, fate is apparently a bitch done wrong by Damon, because sitting at the bar in all her glory is said girl.

"Fuck my luck," mutters Damon as he draws his hand across his furrowed brow. "Why didn't I get drunk before I left the house?"

He takes a few steps forward wanting to get this over quickly and quietly, but stops as he lets his eyes really take her in. She's wearing a vivid red tee and skin tight, midnight blue jeans that tuck into black leather boots that have a substantial, but not ridiculous heal. Her hair is pulled back into a simple but spunky pony that trails her chestnut locks down her petite back. She's the picture of sexy without even trying which for unknown reasons fuels anger within Damon . Okay, the reasons aren't unknown-he just really doesn't want to fucking admit that he hates how unbelievably breath-taking she is and that his stomach has already tightened with that familiar, coiling burn that he is so accustomed to when he's around her. Even more annoying, she's completely engaged with the bartender who has yet to tear his damn undeserving eyes from her since the moment he walked in. Fuck this, Damon thinks, as he marches forward again.

"Well, well, well," he announces as he pulls a fully inebriated twenty-something male off the chair next to her and settles down in the now-empty seat. "What's a pretty little thing like you doing here in a place like this?"

Elena, utterly caught off guard, quickly turns to catch his teasing eyes and tight smile only to shove her shot glasses-numerous shot glasses, Damon notices-aside to drop her head to the counter. She theatrically groans as she pounds her head against the sticky wooden counter a few times, and Damon might have laughed had it been a different circumstance. Instead, he chooses to stare down the bartender with his best fuck-off eyes and states, "You need to walk away, now!"

Finally raising her head, she giggles with contempt, as she throws a few departing words to the probably soon to be dead man if Damon has his way, "If I were you I'd run, but hell, even that wouldn't save you."

Her words are cutting and sharp, not unentirely true if he wants them to be, but it catches Damon off guard. Elena is usually full of hopeful words and understanding eyes and always of the pious intention of "making things right." Clearly, that Elena has checked out for the night. The nine or ten shot glasses in front of her may have something to due with that. Either way, this is not an Elena he's used to dealing with. Of course, she has to throw him a curve ball tonight. Why not make a shitty night shittier?

"You're drunk," he finally huffs out with annoyance on his lips.

"You're a bastard," she fires back without a bat of an eye as she lifts her tequila shot to him as a way of a toast and then downs it. It's damn hard not to smile at her ability to be so quick and indifferent. In this moment, she is capturing the very essence of what it is to be him or at least what he prides himself on and damn it if Damon doesn't find it arousing.

"Your friends are all beside themselves looking for you. If it weren't for you being eighteen I'm sure the Amber-Alert would have already gone out," he continues.

"Well, I've been here all night. Not a scratch on me. You can send that report back to them when you leave," she snaps while reaching for the whiskey bottle just hiding out of view below the counter. With a victorious smile on her face, Damon watches her pour two more shots. Before she can get her hands on them, he grabs and downs the double.

"Humph, you're such a buzz kill," she whines as she grabs the bottle yet again. This game that started out cute is starting to get old really fast. Damon knows Elena can hold her alcohol, but she's starting to mix her poisons which is usually where it all goes down hill. So he watches as she takes one more long pull from the bottle and in flash pulls it away from her.

"Game over, Elena"

"Hmm, I don't know. All I have to do is call the handsome bartender over to get what I want."

"Oh, I don't doubt it. I'm pretty sure he'd be willing to give you whatever you wanted, but this time I won't let him just walk, or run as you suggested, away," he threatens back with a dangerous smile and suddenly, the twinkle from Elena's eyes disappear.

"Fuck you, Damon," she spits vehemently. "I don't need you to come in here and rescue me. You resigned from that job, remember? You didn't even put in a two-weeks notice. If I remember correctly all you did was put it in Rebecca and then stopped talking to me."

Damon turns to stone at the verbal bitch slapping Elena has just handed him. Jesus Christ, did she really just say that? Before he can even fully comprehend what he's doing, he's pulling her by whatever means possible-arm, hair, back of the neck-out of the bar and into the barely lit alley. With an overly aggressive shove, Elena is flush against the brick wall. Damon anchors her there with one fist bruisingly digging into her hip and the other tightly holding her shoulder. All the while, Elena has managed to keep her eyes narrowed in rage and her body stubborn in stillness as Damon now stares her down mere inches away, his veins making themselves more than prominent as they crawl red below his eyes.

"What do you fucking want from me? Huh?" he roars. "I came to this town in a terror wanting to destroy everything and everyone and you blew the God damn whistle on me. It took me awhile, but when I finally started being the person you wanted me to be….how did you put it?…the better man?…you pulled the fucking rug out on me again! My love was too inconvenient for you. Well, I hate to break it to you, but you can't have it both ways, Elena. So don't you dare go playing the martyr in all of this. You played the role of fickle little bitch quite well, don't you think? Gave Katherine quite the run for her money."

A resounding crack echoes loud and clear, as Elena slashes her hand across Damon's face releasing her from his unrelenting grasp. She's shaking uncontrollably, her eyes glowing with unshed anger and furry, and Damon knows this is far from over.

"Katherine?" she growls between clenched teeth readying herself for what's to come and yet not raising her voice at all. "Did you ever stop for one moment to really think about Katherine and how she is actually involved in this?" she questions.

"I have heard the love story of Katherine, Damon, and Stefan. I watched you tear apart this town to save her. I watched you destroy yourself when you learned she was not in the tomb. I watched you snap my brother's neck when she finally admitted she never loved you. Still, I watch you build your walls at each of her condescending remarks to make sure she can never hurt you again. Mostly, I watch you and Stefan try to put the pieces back together of what once was a loving kinship between two brothers before Katherine crushed it all."

"What's your point, Elena?" Damon barely whispers shaking with barely controlled fury.

"My point? My point is I don't want to be her," she says raising her voice preparing to say something she has kept in for far too long. "I love Stefan, but I love you too. damn it!"

This time it's not the crack of her hand that echoes loud and clear. It's those four words. Damon momentarily closes his eyes only to reopen them when she starts again.

"And even if I could figure out this mess of loving you both I can't take a step forward or backwards without destroying someone So I keep you at a distance. Yet, you're right, somehow I still have managed to make a mess of it all!"

"Elena…" Damon, shocked and overwhelmed by her admission, tries reaching for her only for her to swat his sympathetic arms away.

"No! I'm the fickle bitch, remember Damon? Don't try to placate me now. In fact, I might as well enjoy it a little bit, right?" Elena states with wild eyes and a forced smile that is meant to be sly but only comes off as transparent. Damon isn't sure what she means, but with her falling apart in front of him, he knows it isn't good.

Suddenly she throws herself on him with quick and bruising force. Her hands are gripped tightly in his hair forcing his lips on hers. She's rough and angry completely lost as she brutally attacks his body with her own. In no time at all her tongue is diving into his mouth as her hips buck into his middle. She's drawing him even closer as her left leg hooks around his hip trying to further anchor herself to him. Not in a million years would Damon ever dream of stopping this, but this is not his Elena. She's hurt, confused, and utterly broken and he's not going to let her completely shatter in his arms like this.

He pries her off his body, limb by limb, until he finally holds her at bay by her upper arms. He stares down at her heart wrenching brown eyes that are shinny with unshed tears as her body quivers with despair. She's the picture of a broken, exhausted girl; yet, Damon can't conjure up the words to put her together again.

"Isn't this what you wanted?" she finally yells breaking the silence when his gaze becomes too much. "No more games, Damon. Here I am. Take what you want!

A single tear finally falls and it unearths a torrent of tears and agony that she's been holding back for far too long.

"God knows everyone else has. Klaus! Stefan! Elijah and Rebecca! They took it all-my blood, my life, my love, my trust, my family and friends," Elena hysterically screams as she starts crazily beating Damon's chest. "Go ahead, whatever's left, it's yours!"

The mess of a girl in front of him fucking unhinges Damon. Her face is red and raw with tears as her tiny fist finally slow from pure exhaustion and her legs give out beneath her. He catches her with one hand around her waist and the other around her neck. Her eyes are closed but still leaking tears while her teeth chatter from the cold of the night that is finally catching up with her as her emotions continue to drain.

Damon's eyes never leave her as he lets her admission wash over him. Katherine. The very girl that mirrors Elena's appearance in every way but never her soul has managed to worm her way into Elena's fears. She's faced it all. Vampires, Werewolves, Originals, Witches, and Hybrids, and the thing that scares her most is becoming Katherine. Doesn't she know? He might have used Katherine against her because he is a bastard of the worst kind, but he did it out of anger and frustration. In the end, Elena could never be Katherine. The very fact that Elena even has it in her to worry about his relationship with his brother proves that she is better than Katherine by leaps and bounds. She may frustrate him to no end, but Elena is everything Damon has come to know as selfless, kind, loving, and brave. But how to make Elena understand that?

Snapping out of his reverie, Damon softly ghosts his hand across her temple as he quietly asks for her attention. "Elena. Open your eyes, Elena. Come on, I need you to look at me."

As her eyes finally flutter open, he's struck by their vulnerability and sadness. He hates what this world has done to her. Suddenly, it's abundantly clear that she's just a girl. She and everyone else including himself hold her to unbelievable standards. Until now, not once has Elena backed down or given up on any of them. Now it's his turn to do the same.

Before he knows what he's doing he leans in and captures her lips with his. The kiss is unbelievably slow and warm as Damon tries to pour back into her all the hope and strength she's seemed to lost. It's not needy or claiming, its him trying to breathe the truth of her goodness and kindness into her. As he gently coaxes her lips apart, he slowly tries to convey to her with each tender swipe of his tongue that she could never be Katherine.

When he finally pulls away, Elena is left breathless with furrowed brows. Her hands have managed to find themselves clenched in Damon's shirt as his hands continue to run slow circles over her body that has become slack and surprisingly calm. When Elena finally opens her eyes, she stares questioningly up at his vivid blue eyes that gaze soft and placid down at her.

"What was that?" Elena timidly whispers with a great intake of breath, her eyes jumping back and forth between his.

"That is how much I love you for being you. Not Katherine," Damon states firmly with no room for question. "You need to know you are the opposite of her in every conceivable way."

"But you said…"

"Fuck what I said! I was angry. More importantly, I was wrong."

"Damon…"

"No! Katherine's conniving; you're honest. She's a coward; you're brave. She's cruel; you're kind. She hates. You, you love!" he shouts now clutching her face between his hands. He's not going to let her go until she understands this.

"I've only ever truly and absolutely known two women in my life. I spent a century stupidly loving and chasing one, but it was the other that taught me what it is to truly embody life and humanity. No one can take that from you. Not Klaus. Not Stefan. Especially not me no matter how selfishly I love you and want to steal you away. You, Elena, could never, never, be Katherine."

When Damon finally finishes, Elena is crying again. Her eyes are clamped shut and her body is racked with sobs-sobs of relief. Damon's not sure how he knows this, but he can sense it in the energy of her body culminating with his as her arms come around him. He can sense it in the way her hands fisting at his back mirrors how desperately she's holding onto his words. Mostly, he can sense it in the way she lets out a slow, hot sigh along his neck as she berries her face into the crook of his shoulder.

He holds her there for an undetermined amount of time simply stroking her lower back. He focuses on her heartbeat, on her trembling breath, and lastly on her clutching arms-all of which continue to leave their mark on his body. As each gets calmer and slower, he realizes she's falling asleep. He knows he should take her home, but he's not ready to part with her. Besides, there she will just be bombarded with questions about what happened and where she was. She deserves at the very least a good night's rest. With a quick text to Rick that he's got her and not to worry, Damon bends and scoops her up by her knees and holds her finally quiet, small body in his arms. In a flash, he's heading back to the boarding house.

He's up the stairs and in his room within ten minutes. Quickly, Damon pulls down the covers and gently lays her down. He carefully pulls off her boots and socks to make sure she's comfortable after which he takes a quiet moment to study her face. Damon tracks his thumb across her tear stained cheeks and then finds his hand pulling her silky locks free of her pony. It's such a rarity to witness a quiet, calm Elena that the image has him in awe. God damn, does he love this girl.

Without thinking it through, because God knows he probably shouldn't, Damon finds himself crawling under the blankets and curling up next to her. She's warm and lithe against his body-utterly intoxicating. However, what he finds most astonishing is she's finally peaceful and so is he. Damon isn't dumb enough to think they've figured it all out, but for right now, right here, they have a small piece of tranquility in a world that very rarely offers anything other than chaos and heartache. Damn it to hell if Damon isn't going to indulge in it.