The episode begins, and Elena wakes up in the morning and rocks out to Pink. She puts on her cheerleader outfit and goes downstairs to breakfast; Jenna and her mom are there. It's sophomore year. She wakes up in the hospital. Meanwhile, Meredith tells Jeremy that Elena is fine; she just has a slight concussion. Meanwhile, Jeremy calls the Salvatores on the road. They can't believe Jeremy took her to the hospital when all the originals are looking to kill her to stop Alaric. One of them has to go back; the other has to deal with Klaus's desiccated body. Meanwhile, Meredith returns to her office to find Alaric waiting for her. He takes her vials of vampire blood and dumps them out.
He's reporting her to the medical board and Sheriff Forbes and Mayor Lockwood have been relieved of their duties. He wants Elena released into his custody. He goes to her room but finds she's gone. Caroline, Matt and Tyler bring Elena home. Meanwhile, Elena remembers sophomore year when she was with Matt. Bonnie has a bad feeling about the bonfire tonight. Jenna's in town and Elena's parents want to do family night. Matt tells her he loves her and Bonnie notices she doesn't say it back. She tells Elena not to string him along. Meanwhile, Elena wakes up to Matt sitting watch. Tyler and Caroline got calls from their moms. Elena apologizes to him for stringing him along and says she can't do the same thing to Damon and Stefan. Stefan comes in. Jeremy goes to pick up food at the Grille. Alaric finds him. Meanwhile, Matt questions the wisdom of not getting Elena out of town, but Stefan is letting her decide what she wants to do. Elena goes to the door; Elijah is there. At the Grille, Alaric asks Jeremy where Klaus' body is.
Alaric wants Jeremy's help to find him and kill him to get rid of vampires. Once he's done, Alaric suggests they can put a spell on him so that Elena will be able to live out the rest of her life. The stake he has is the only thing that can kill them. Meanwhile, Elijah proposes he get the stake and his family will scatter for the rest of her life, prompting Alaric to follow them. He also wants Klaus' body and gives her his word he won't revive him within her or her children's lifetimes. They debate whether to trust him. Meanwhile, Damon weighs in via speakerphone, firmly against the deal. Stefan defers to Elena. Elijah just wants his brother back. Elena agrees. Meanwhile, Matt and Caroline go to the Lockwoods where their moms tell them Alaric outed them to the council. They want them to run. Meanwhile, Jeremy tells Matt about Alaric's proposal.
Jeremy doesn't know where Klaus' body is, but Matt does. Jeremy calls Alaric and tells him Damon's taking him to bury him in the woods. Jeremy gets off the phone and we see everyone is in the room with him. He reports that Alaric bought it. Meanwhile, Tyler thinks they should go and Caroline is willing to run with him, but she wants to help their friends first. They make plans to meet in two hours. Damon meets up with Bonnie, irked that Elena sold their souls to the originals. Meanwhile, Damon has him in a coffin in a storage facility. Bonnie's there to put a spell on him so Alaric can't find him with a witch. Bonnie asks for a moment alone with him. Klaus is conscious, but can't talk. She hates him for turning almost everyone she knows. Meanwhile, Elena worries about Jeremy and Stefan assures her he'll be fine. Elena starts to say something else, but tells him they can talk later.
He thinks about it then goes back and kisses her. Meanwhile, Damon hangs out with the body, waiting for Rebekah to come get him. Caroline and Elijah are in place; Jeremy's going to lead Alaric to them. Damon can't believe Stefan let Elena decide. Damon hears someone coming and thinks its Rebekah. But instead Alaric grabs him around the throat. He asks where Klaus is. Damon wishes him luck finding him in the thousands of storage lockers. Alaric snaps Damon's neck. Meanwhile, Matt brings Elena tea. It tastes funny, he blames it on honey. Meanwhile, Elena tells Matt, for the first time, that Stefan saved her life when her parents' car went over the bridge. Being with Stefan helped her sort through everything after they died. She says you should love the person who makes you glad to be alive, but when she's with Damon, he consumes her. She doesn't want to chose one and lose the other.
She wishes her mom was there to give her advice. Back to sophomore year, Elena calls home for a ride home from the bonfire. She tells her mom about getting in a fight with Matt because he brought up marriage and college. She doesn't want to lose Matt by being honest about her feelings, but her mom says she'd be setting him free. Elena wakes up in a moving car. Matt drugged her and is taking her out of town. Alaric goes searching through storage lockers. Rebekah arrives. She goes walking among the storage lockers calling for Damon. Suddenly a hand clamps around her mouth. Damon shushes her. Alaric comes to the 1020 locker the coffin was in. He opens it. The coffin isn't there. Meanwhile, Rebekah and Damon wheel the coffin out but don't get far before they fun into Alaric. He grabs Rebekah and slams her face off a car. She goes down. Damon attacks but he kicks him to the ground. With Rebekah and Damon both down for the count, Alaric opens Klaus' coffin. He stakes Klaus. Damon holds Rebekah back as she screams.
Klaus bursts into flames. Damon tells her to run. He tries to take on Alaric, but Alaric swats him away. Later, Damon calls Stefan. They both feel OK. They figure they have about an hour if Klaus was telling the truth. Stefan says an hour isn't long enough for Damon to make it back to Mystic Falls -- to see Elena. He thinks she made her choice. Jeremy confesses that Elena isn't in Mystic Falls. Elijah and Caroline show up. Meanwhile, Matt gets a call about the news. Elena wants to go back, but Matt tells her Damon isn't with them. She has to pick which way to go. Elena calls Damon, who still feels fine. She tells him Matt's taking her home; to Stefan, Tyler and Caroline. Meanwhile, Damon asks her who she'd pick between him and Stefan. She loves Stefan and whatever she feels for Damon; she can't change how she feels about Stefan. She says maybe if only she'd met Damon first.
She has to let Damon go, but he'll be fine and see him soon. Damon turns around and sees Alaric standing there. He calmly says good-bye to her. Alaric punches him. Meanwhile, Caroline races to the cellar and meets Tyler. She's sobbing and crying and breaks the news to him about Klaus. He tells she'll be fine and to tell his mother that he left town like he was supposed to. He's holding on to her as he starts coughing and is gripped with pain. Caroline feels fine. He wants her to leave so she doesn't see him die; he starts to turn into a werewolf and runs her off. Elena gets the call about Tyler. Matt takes it hard. Rebekah meets Elijah in the woods. Rebekah is sure that Klaus turned that bloodline, so they don't understand how everyone else is still alive.
Bonnie goes down to the cellar looking for someone. Tyler walks out, but it is really Klause. Bonnie did a spell and says that she is tired of being pushed around. Rebekah calls Stefan, since Klaus is dead, their deal is off. She doesn't want to keep running. The only way to stop Alaric is for Elena to die. Meanwhile, cut to Elena and Matt driving back into town over the Wickery Bridge. Rebekah stands in their path. Matt serves to avoid her and they go off the bridge into the river. Elena wakes up in sophomore year, with her dad in the front seat. He tells her they're going to be fine, right as she sinks underwater. Alaric beats up on Damon, who refuses to fight back.
Alaric thinks his friendship with Damon made him weak. Meanwhile, Damon remembers that same bonfire night, seeing Elena on the phone. He goes over and talks to her, thinking she's Katherine. She tells him she got into a fight with her boyfriend over the future. He says she knows what she wants, a love that consumes her, passion, adventure and even a little danger. She asks what he wants, but her parents drive up. He compels her to forget they ever met, saying he can't have people know he's in town yet. Alaric continues beating on Damon and then kneels down with his stake. He starts to drive it in, but Damon fights back. Meanwhile, Elena wakes up in the car underwater. She remembers the last time she was there with her parents as she struggles to wake Matt up and break the window. She mouthed "I love you" to her dad underwater and passed out.
Stefan swam down and her dad pointed at her for Stefan to save her first. In the present, Stefan swims down again and Elena points at Matt for Stefan to save him first. He resists but she's insistent. Stefan swims away with Matt leaving Elena underwater. Meanwhile, Damon is fighting Alaric when suddenly Alaric grabs at his chest, weak. He starts to turn grey. Damon realizes what's happened and holds on to him. Jeremy leaves a message for Matt and comes downstairs to see Alaric standing there. It's good Ric. He wanted to say good-bye and there he was. He tells Jeremy he'll never be alone. Jeremy realizes Alaric is a ghost. Cut to Elena, dead. Stefan cries over her. Meanwhile, Damon races in to the hospital. Meredith stops him.
She tells him when Jeremy brought her in earlier her injuries were much worse than she let on. Elena had a cerebral hemorrhage. Meanwhile, Damon realizes what Meredith is saying. Elena had vampire blood in her system. And then she died. Cut to Elena dead on a slab; then opening her eyes and gasping for breath. The episode ends at this point.