Stefan had lost all track of time. It wasn't until he noticed that Caroline had stilled completely that he realized that hours must have passed while he held her sobbing body on the hard floor of her dorm room. She was warm and limp in his arms. Her face, hair and his shirt drenched with tears. He shook her so gently he wondered if he'd actually moved at all.

"Caroline?" he whispered.

No answer. He swept her hair away from her face. Smoothing his cool hand across her cheek. The tears were all dry and there was nothing but smooth, warm skin. She stirred as he touched her and he pulled away.

"Hey," he said, again, wondering if she was awake.

Again, no answer. But she twisted a little in his arms in order to wrap her arms around his waist and burrow closer into him. Her face fell into the crook of Stefan's neck. Under any other circumstance, he would have been enjoying it and surprised at how much so. But he would have given anything not to be doing this right now. Not to need to be doing this.

They had been sitting in the floor in front of her bed for hours. Well, he had. She had been mostly in his lap. He adjusted his position in an attempt to get more comfortable. She tightened her grip on his waist, as if she was terrified he was going to get up.

"I'm not going anywhere," he assured her. A whisper into her ear. His breath tickling her and blowing her hair gently. She pulled herself more tightly against him.

"Are you thirsty?" he asked, realizing she'd cried out half her body weight in tears and probably needed to rehydrate.

"Yeah, a little," she managed to whisper, her voice hoarse. The first time she'd spoken in hours. He made a move as if to get up but she held him tightly in place, refusing to move.

"Caroline, it's going to be a little hard to get you a drink from here," he teased gently, stroking her tousled blonde curls.

She shook her head quickly and held him tighter, resting her head on his shoulder. He sat back and wrapped his arms more securely around her, his brow furrowed in worry at how traumatized she seemed.

Stefan's phone had been vibrating off the hook from people calling to check on Caroline. He hadn't been able to answer them and people were probably worried sick. But it didn't look like he would be moving anytime soon. Caroline was his priority. He was, however, worried about her needing a drink.

"Can I please get you something to drink?" he asked her again.

She nodded then. Slowly. He tried to get up, only to be held in place once again.

"Caroline, I-" he began to say.

"Shhhh," she whispered against his neck, sending chills running up his arms and setting off warning alarms in his brain.

Her warm, dry lips brushed against his neck and it definitely wasn't an accident. Stefan tensed up in her arms as she placed feather soft kisses on the skin of his neck. His mouth opened as if to tell her to stop, but nothing came out.

Then the warm, wet flat of her tongue was dragging across the vein of his neck and his eyes slipped closed at the sensation. He instinctively gripped the back of her arms to hold her in place, a selfish part of him wanting her to never move or stop the gentle strokes of her tongue.

Stefan's eyes flew open as fangs suddenly pierced his skin. He grabbed Caroline's arms and attempted to push her away. But she held him more tightly and took a long draw of blood from his neck. The pleasure of her pulling blood from his neck washed all over him and he relaxed, allowing her to drink from him against his better judgement.

Without taking her mouth from his neck, Caroline shifted in Stefan's lap until she was straddling his hips, causing the faintest hum of pleasure to escape Stefan's reluctant lips. She threaded her fingers through the back of his hair as she continued to drain him of blood. He pulled back on her arms weakly as he realized he was beginning to feel lightheaded. Whether it was from blood loss or pleasure, he wasn't sure.

She lifted her mouth from his neck then and looked at him. Her normally clear blue eyes were dark and red. Her porcelain cheeks streaked with tears and blushing a dark pink. Her plump lips red with his blood. Stefan raked his own veined eyes over her face, searching for some kind of answer to the madness. But all he saw mirrored back at him was more confusion.

Caroline looked Stefan in the eyes intensely as she slowly licked his blood from her lips. She rocked forward gently, reminding him of where she had positioned herself. His fangs itched to come out. His entire body was humming with anticipation.

Then he saw it. A hesitation in her eyes as they flickered between his own eyes and his lips. Those eyes that were trying so hard to be wild and empty right now. And it was enough to ground him. To give him the strength to take her hands from his face and hold them in his own. And kiss them softly and sweetly. To put an end to the madness.

Because, to be honest, he still wasn't sure that this should happen at all. But he knew for sure, nothing like this should be happening right now. Considering Caroline's emotional state. She was unraveling.

Caroline seemed to come to her senses and remember what was going on. She climbed off of him and took a deep raggedy breath.

"Oh god," she breathed, hands flying up to cover her blushing face. Embarrassment and devastation fighting for control.

"No, no, no, no, no" Stefan said in a soothing tone, reaching for her again, "it's okay, Caroline. It's okay."

"It's not okay!" she screamed, talking about what she had just done. And just life in general. Her eyes filled with tears and then cascaded down her cheeks as she squeezed her eyes shut.

Stefan watched her with anguish on his face, catching her back in his arms as she fell forward, once again sobbing and shaking. And when she fell asleep this time, he lifted her from his lap to her bed. The air feeling cold on his tear and sweat covered body once he'd laid her down. The feeling of being physically separated from her suddenly very foreign.

He looked down at her as she slept. Her face deceptively peaceful for the moment. With one hand he swept her hair out of her eyes before placing a soft kiss to her salty cheek. For a moment, he considered going home. For a longer moment, he considered scooping her up in his arms and holding her while she slept.

But in the end, he toed off his boots and laid down on Elena's empty bed. He turned onto his side and watched Caroline until he fell asleep. Because he had a chance to do what she'd been begging him to do for months, which was just…be there. Be there for her. So when she opened her eyes in the morning, he would be there.