The scene opens with a young woman looking for her dog in the front yard. She runs into Klaus, who gives her a story about his car breaking down. She doesn't buy it. He ends up compelling her and forces her to invite him inside. When they he get inside he asks her roommate about a man named Ray Sutton. The roommate tries to get away and runs smack into Stefan at the front door. The compelled woman tells them Sutton hangs out at a certain bar near the border, where they would find what they need. Klaus instructs Stefan to kill them both; so as to avoid leaving any trace, and then he leaves. Elena wakes up Jeremy who is late for work. She calls Caroline who is planning Elena's birthday party. Caroline also mentions an attack in Memphis; they both share the feeling that it could be Klaus.
Alaric is still sleeping on Elena's couch where he says he's absolutely fine and comfortable. Meanwhile; we see Damon and Andie in the bathroom together. Just then Elena shows up and references the Klaus lead. Damon says he should go. Klaus is still under the impression that she's dead. After Elena leaves, Andie tells Damon the floater victim had family in Tennessee. She can help him out by getting him the address. Meanwhile, Bonnie and Jeremy talk before his shift starts. Jeremy is shown having visions of Vicki. Matt asks Jeremy to wait on Caroline and Tyler who have just sat in his section. Caroline tells Tyler his mother was staring at her recently. She also tells Jeremy that Matt thinks she and Tyler are dating. Meanwhile, Sutton arrives at his local bar and runs into Klaus and Stefan. Sutton is shown as being a werewolf. Klaus tells him he's a hybrid and wants to create more of himself; and would need his assistance. Klaus basically wants him to direct him to his pack.
Since Sutton can't be compelled, it sounds like Stefan will be torturing him into giving up the information they want, as Sutton doesn’t seem like the one to cooperate. Meanwhile, Damon and Alaric arrive at the house. Inside, they find two women's bodies sitting on the couch. Although they've been decapitated, they have now been skillfully put back together. Damon presumes that Stefan might have killed them. Elena, Caroline and Tyler talk about Damon. Elena calls her kiss with Damon a "good-bye" kiss since she thought he was going to die. After Elena leaves, Tyler says he has a date for the party. They both are feeling particularly randy these days. Damon prepares to torch the house and finds a trapdoor as an escape route. He realizes a werewolf lived there. He goes through with his decision by dropping the match. Meanwhile, cut to Ray still being tortured at the bar by Stefan while Klaus supervises. Just then Stefan overhears a woman inform Klaus that Damon is looking for them. Stefan asks to leave.
Meanwhile, Damon gives Elena her old necklace before the party. Elena's party is much bigger and grander than she would have liked for it to be. Jeremy and Matt share a joint. Jeremy shares with Matt the fact that, ever since he's come back from the dead he's been seeing "things." Damon and Alaric are shown standing outside the party. Elena walks up to them. She wants Alaric to talk to Jeremy about his pot smoking, as she doesn’t approve of it. Meanwhile, on her way out of the office, somebody shines the spotlight on Andie. She is disoriented, panics and trips on her way out of the building. It turns out to be Stefan. She starts talking to him, but he stares at her blankly; without saying a word. Meanwhile, Matt and Caroline argue while watching Tyler and his date on the dance floor. Caroline compels his date and tells her to leave. He's pissed about the whole incident. Elena tells Caroline she wants to leave before cake.
This leads to Caroline's admission. Elena's friends want her to stop worrying about Stefan and get on with her life. Elena finds a map of Damon's filled with articles and post-its and realizes he's been tracking Stefan without her knowledge. Bothered by this, she calls him to ask about it. He hangs up on her, without providing an explanation. Meanwhile, Damon is shown walking into Andy's studio. He sees Stefan there. Stefan tells Damon he's supposed to let him go. Stefan shows Damon he's forced Andy to stand at the edge of a catwalk high up near the ceiling. Stefan tells her to step off. He grabs Damon so she falls to her death, with Damon having to watch helplessly. But, Damon manages to rush by her side in order to save her. In the end, he realizes Stefan has left the scene. Meanwhile, after the party a stoned Jeremy offers to give an even more stoned Matt a ride home. Before Matt gets in the car Jeremy is shown having a brief vision of Vicki. He sees her again in front of the car and suggests they walk; he is shown visibly disturbed by the happening. Meanwhile, Caroline and Tyler argue about what they want, but she ends the argument, when she leans in and kisses him.
They leave together; their argument amicably settled. Meanwhile, Elena confronts Damon about the research of his she found in his closet. She asks about him trailing Klaus' victims. He corrects her. He's tells her that, he has actually been tracking Stefan's victims. He instead, tells her to stop waiting on Stefan. Meanwhile, after more partying, Matt starts to leave. He asks about what Jeremy saw and he admits to having visions of his sister. Jeremy's laughs off the notion of seeing ghosts, and interjects that it’s due to his head being "all messed up." Meanwhile, Sutton has already told Klaus where his pack was. Klaus then feeds him some of his blood and knocks him unconscious. Stefan returns, talking a big game about not caring about anything anymore. Klaus doesn't think Stefan believes that but assures him every time he feeds it will get easier to "let go."
Elena comes home to find Alaric packing. He says he's not a role model and isn't going to stay there anymore. He thinks she can do everything better without him there. Cut to Caroline and Tyler fooling around. The clothes come off and they start having very supernatural sex. Damon destroys Stefan's room in a fit of rage. Stefan walks outside the bar into the parking lot and stares into the sky. He looks down at his phone. We see Elena getting ready for bed and placing her phone on the nightstand. Stefan calls and she gets it on the third or fourth ring. He doesn't say anything but she knows it's him. "I love you, hold onto that," she tells him. "Never let that go." He nods silently. After sex, Caroline sneaks out while Tyler is still asleep. Downstairs she runs into Carol Lockwood. She awkwardly says she's going to leave. As she turns, Carol shoots several darts into Caroline, sending her to the ground. The episode ends.