Elena is still wanting to know what Stefan really is after all of the warning signs have begun to pique her curiosity. He knows that deep down inside she is completely aware of who he "really is" and that it is important that she knows that he is actually a vampire. He tells her what happened to make him become a vampire and there are quite a few flashbacks of when he met Katherine for the first time. They love each other almost immediately, or so he thought.
Now is the present time. He has told her that he is a vampire and she is unsure about her having come to his home in the first place. He wants to convince her that everything is okay and she runs off driving away after a bit of a fight. She goes home and wants to go find Jeremy. Jeremy is in his room listening to his music being angsty. She goes to her room and and then Stefan shows up out of nowhere. She wants to get away from him, but he tries to show her that she is safe with him and that everything is going to be okay.
She is clearly scared and decides to ask him what was up with the animal attacks. Stefan tells her that they were all done by his evil brother Damon. He also tries to explain to her that he does not feed on humans like Damon would. He hopes that she will not go running her mouth, because it is not safe since she already knows too much. She wants him to leave and asks that he does, so he leaves and she locks her window this time.
Elsewhere, Damon is in a cemetery and he is feeding on multiple dead bodies. Damon finds a cell phone on one of the bodies and decides to call his faithful brother. He wants his ring back and he is willing to do anything for it. They argue about it and Stefan tells him that he asked their "uncle" to hide it and says that he should not have killed him. Damon believes him, but then realizes that it was probably untrue. This back and forth ends with a threat against Elena if he keeps the ring from him. It seems that one of the bodies, Vicki, is not dead. He asks if she wants to die and she seems to not want to. Stefan has decided that as Elena sleeps he will stand guard on her front porch so that no harm comes to her after Damon clearly threatened her and we all know you can't trust Damon.
Elena and Stefan meet up at the Mystic Grill and she asks that he explains everything to her. She asks him all kinds of questions about the fact that he's able to eat garlic and how he can walk in the sunlight. He tells her about how all of the things work out with the ring that he wears as the ring allows him to exist in sunlight. He also tells her that he feeds on animals instead of humans.
They get into a discussion about Caroline and how Damon had control over her. He could have her do anything he wanted her to under compulsion. He tells her that while there aren't many vampires left, there used to be quite a few running around the town. Things went horribly wrong and then most of them went away. He has a vague way of telling things.
Damon is at the crime scene where the victims were burnt to a crisp. He plays well that he is uncomfortable with death and then the sheriff eventually finds some evidence that Vicki was there. She is not happy about this as she was close with her mother in high school. Damon eventually goes and pokes at his brother about his ring so that he can get back to his "regular life" and then yelled at him about Vicki bleeding on their living room couch. He decides that he is going to let her feed on him so that she can get better and come back. He shows a glimmer of compassion at that moment.
Vicki and Damon end up having a little too much fun together and soon she ends up fleeing so that she can feed and complete a transition from human to vampire. She runs into Jeremy and then she gets a craving to feed on him so she books it. Stefan realizes easily what is going on and decides to find her. She can remember everything that has happened. She worries about not feeding, he says she will die if she doesn't. Stefan talks to her about how he feeds and then he is about to be staked by Logan. Fortunately for him Damon comes to his rescue. Logan ends up bleeding and Vicki ends up feeding on him. She is uncomfortable with this entirely and runs off.
Stephen decides that he is going to try to help Vicki to learn how to be a new age vampire once he finds her.
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