Caroline and Rebekah had been sitting in a comfortable silence for a few moments now, just the two of them thinking about their individual lives and how different they had become in the few short hours they had known each other. Caroline tucked her legs underneath her just as the butler knocked twice on the door and Rebekah flippantly called for him to come in. Caroline stared at him nervously and he smiled kindly, his eyes crinkling in the corners. "Miss Mikaelson, your wine," he said, hanging Rebekah her drink. "And a martini for your guest."

"Caroline," Caroline told him, smiling. "I'm Caroline Forbes."

He nodded kindly and exited the room as quietly as he had entered, the door clicking once again. It was as if he were afraid to make a single noise other than what he was told to say and that fact broke Caroline's heart. She remembered how her father used to treat his butlers and maids in their large home back in Mystic Falls, Virginia. She couldn't remember a time a maid wouldn't leave the room with tears streaming down their face. She could still see the way the butlers would cower as her father walked down the halls.

Rebekah cleared her throat and broke Caroline out of her memory with a jolt and a guilty flash of her eyes. She looked to see that Rebekah was paying her no attention and simply enjoying the wine that the butler had brought her.

"Now, please, tell me how you planned to spend your anniversary?" she asked Caroline, lounging back on the multitude of plush pillows lining her headboard. "Not by simply drinking with your Stefan, I hope."

Caroline shrugged, sipping her drink. "I do enjoy drinking."

Rebekah snorted a very un-ladylike snort and Caroline stared at her wide-eyed with a ghost of a smile on her red lips.

"I apologize," Caroline chuckled. "I'm used to Stefan's company. He likes when I'm blunt."

Rebekah nodded and sipped her wine, shaking her head as she calmed herself into a still state of amusement. "Being blunt is appreciated as opposed to skirting around the truth."

Caroline laughed but felt a blush appear on her cheeks when she realized a question had formed in her mind. Her eyes slipped closed in revulsion as her very telltale sign of thinking uncomfortable thoughts flitted across her cheeks and Rebekah's eyebrow rose. Caroline looked at Rebekah from the corner of her eye and sighed in annoyance at herself, her shoulders jolting.

"In fear of creating an awkward situation," she began, her voice laced with trepidation. "I'm a little nervous to ask what I want to ask."

Rebekah didn't look at her but shrugged, licking the wine from her top lip. "Go ahead and ask, Caroline, I will not shun you for being curious."

"Okay," Caroline sighed, staring at the delicious drink in her hands. "How old are you?"

Rebekah pursed her lips and clenched her teeth, not looking in Caroline's direction. "That particular question would be better answered at a later date, I'm afraid."

Caroline nodded, not wanting to pry but definitely wanting to kick herself for asking in the first place. She was well aware that some vampires were secretive about their age. "I understand."

"You could ask Nik that one," Rebekah suggested, shrugging. "I'm sure he'd be more comfortable answering than if I did."

Caroline looked at her and exhaled quietly. "I'm afraid he sort of…irks me."

"Yes, well, you're not the only one," Rebekah mused, shaking her blonde hair out around her shoulders. "Do not let him get under your skin, Caroline."

'Too late,' Caroline internally thought, rolling her eyes.

"He's very handsome, is he not?"

Caroline's eyes shot to Rebekah as she grinned at Caroline. "Don't think I did not notice the way you looked at him, Caroline Forbes. I know attraction when it practically drips from a woman's pores. Fear not, sweetheart, he thinks the same of you."

Caroline's heart skipped a beat and she blushed, lightly fingering the stem of her glass. She didn't want to reply too overzealously and appear too hopeful but she could barely tamp down the expression on her face as her eyebrows shot up to her hairline and her eyes sparkled with excitement. "Oh?"

"Yes," Rebekah laughed lightly, taking another quick drink. "In fact I do believe he's waiting outside of my bedroom door as we speak. Please, do come in, brother!"

Caroline's head whipped to the door as it opened and Klaus sauntered in, a smirk placed firmly on his lips. "Good evening lovelies," he said with a smirk, looking at Rebekah.

Caroline wanted to hang her head in absolute embarrassment but she straightened her spine and stared, unblinking. Klaus sauntered the rest of the way into Rebekah's room with magnificent swagger and he finally looked at Caroline, stopping in his tracks. His white smile widened as he cocked his head, his azure eyes taking in her loosened blonde waves and the comfortable way that she sat with her legs curled underneath her.

"It's refreshing to see you spending time with a friend, sister," he said endearingly to Rebekah, his eyes switching to her. He came over and took the wine from her fingers to take a small sip. He handed Rebekah the glass once again and sighed, licking his lips and blinking slowly. His eyes flicked to Caroline and he smirked. "I apologize for my earlier indiscretion, love."

She licked her lips and looked down at her lap nervously. "It's okay, I snapped at you so I apologize for that."

Caroline glanced up at him through her lashes and saw him smirk, his eyes watching her mouth intently. "All is forgiven, then."

She felt her pulse quicken, the breath leaving her lips in fast, quiet puffs. Caroline realized that Klaus had the strangest effect on her and she had only just met him! Caroline didn't want him to think she was a floozy so she quickly averted her eyes and took a sip of her martini, making sure not to make more eye contact with him and get trapped in his gaze.

"You drink martinis?" he asked casually, sitting on the chair beside the bed. "That's so…risqué."

"How so?" Caroline asked with a tightlipped smile. Klaus was going to get on her nerves just as quickly as he had gotten off them.

"Well," he grinned, shrugging lightly. "I once met a harlot in Paris who indulged in martinis."

Caroline's eyes widened and her mouth fell open in shock as Rebekah's head whipped to the side and she smacked his leg hard, her glare blazing. "That is enough, Nik. Get out."

His grin could have lit an entire city as he rose from the chair and sighed deeply. "I was only answering her question, Bekah. It was the truth."

"The truth should be kept inside sometimes, Niklaus." Her whisper was deadly as she padded after him and grasped the doorknob in her hands. "Your company is no longer welcome."

She slammed the door in his surprised face and came back to the bed to sit beside a stunned Caroline. She took in Caroline's expression and shrugged, pursing her lips. "I will not tolerate his unkind words. I do not wish for him to frighten you away before I have had the chance to do so myself."

Caroline chuckled nervously and sipped her drink to lubricate her now uncomfortably dry throat. "I never once insinuated that I accepted money; I don't know where he got the idea."

Rebekah choked on her wine and she grinned at Caroline in hysterical outrage. "Caroline Forbes, your sense of humor is astoundingly refreshing!"

She sighed and indulged in another long gulp of her martini, swallowing the burning liquid and relishing in the sensation of it slipping down her throat and sitting warmly in her stomach. "Thank you, I like to think so."

Rebekah and Caroline drank until the early morning light shone in through her blinds. Caroline looked to the window in surprise, the night having flown by in a quick progression of raunchy jokes, stories from both of their pasts, and hopes for the future. Rebekah had told her about her "boyfriends" in which Caroline tried very hard to not discuss hers. Mistakes were mistakes for a reason, Caroline always said.

"Damn," Caroline whispered, looking at the sun. "I told Stefan I would meet him at dawn to hunt."

"I need to speak with you about that," Rebekah started casually, reaching her arms up and yawning. She was tired, too. "We must keep a low profile while we are in the same area. Nik and I travel out of town to feed as well as snacking on the occasional bunny here and there. We cannot have unwanted attention from the townspeople so it would be wise for you and Stefan to stay on a strict animal diet while you are not the only vampires in this city. I realize you don't kill your victims by choice but having people walk around with holes in their neck brings attention to our stay in this city and we would dislike having to pick up and leave because of that."

Caroline nodded slowly as her blue eyes narrowed in thought. "You make a good point."

"Yes," Rebekah grinned, looking up through her lashes in pride. "I usually do."

Caroline snorted and hopped off the bed, stretching her tired muscles and reaching toward the ceiling. She sighed and put her shoes on slowly, not wanting to leave. Rebekah had made her anniversary so much better than she had expected it to be.

"Thank you, Rebekah," Caroline said quietly, looking into Rebekah's cerulean eyes. "I enjoyed myself more than I have since I was a human. You've made me miss having more friends than just Stefan. Not that Stefan isn't enough but it's nice to have a friend that is a woman."

Rebekah smiled kindly and stood beside Caroline, putting her hand lightly on Caroline's shoulder. "You are most welcome, Caroline. I've missed having friends in general, so I do know what you mean. Please, call me Bekah. It's much more personal and less of a mouthful, if you ask me."

Caroline felt tears lodge in her throat from happiness and she quickly looked down to hide them from Rebekah as she felt them gather on her lashes. Rebekah noticed and squeezed her shoulder gently. "Don't cry," she admonished lightly. "That will ruin your makeup."

Caroline's light laugh was watery and she shrugged off the suffocating emotions. She couldn't quite decipher if she was elated to tears by the feeling of having another person in her life or if she was finally coming to terms with the sadness of being lonely. Either way, she didn't want to begin crying in front of her new friend after just having met her, so she tampered down the tears and lifted her head high in the air, breathing in deeply.

"Thank you, again," she said to Rebekah as she smiled into her eyes.

Rebekah smiled back and waited for Caroline to finish putting on her shoes so she could walk her through the home and to the front door. "You can make it home all right?"

Caroline furrowed her brow and sighed deeply, pursing her lips. She hadn't really worried about her safety for quite a few years and neither had anyone else so hearing Rebekah ask if she would be all right made stumped her for a moment. "Yes, I'll be fine I'm sure. Will you be at the club tonight?"

"Yes," Rebekah nodded. "Niklaus and I will both be there."

Caroline snarled lightly at the mention of Klaus and Rebekah grinned, tilting her head and raising an eyebrow knowingly. "Do not mind Nik, Caroline. He means no harm; he's just - he's not much of a people person."

"Not being a people person and having absolutely no people skills are two different things, Bekah," Caroline deadpanned, grinning.

"Shoo." Rebekah smiled and pushed Caroline out of the house gently and stopped before she closed the door. "I hope you enjoyed your anniversary, Caroline. We will continue the celebration tonight at the club."

She shut the door and Caroline sighed contentedly, turning away from the doorway and speeding her way through town until she stopped at Stefan's doorstep. Stefan had chosen to live in a secluded Victorian mansion off in the lonesome of the woods. There wasn't a neighbor for at least a mile and it was perfect for a vampire and his vampire company. Caroline knocked three times and was greeted with an annoyed pull to Stefan's rather large eyebrows. "Where have you been?"

Caroline opened her mouth and closed it just as quick in surprise at his exasperation. "I was spending time with a new friend. Her name is – "

"Caroline," Stefan sighed, pulling her into the house and shutting the door behind him. "You scared me. I thought something happened to you!"

"I'm sorry," she said with a confused voice as she shook her head. "What could have happened, Stefan? I was perfectly fine. I'm also perfectly capable of protecting myself. I have these lovely sharp knife-like teeth that come in handy in a fight, Stefan."

"Nothing comes in handy against a stake, Caroline," he said seriously, his eyes blazing with adamancy. "But it's fine. Let's go."

"Wait." Caroline stopped him with a hand on his arm. "We need to feed on animals only, Stef. Remember those two vampires from the club last night? I spent some time with them and they're trying to avoid getting caught here. Rebekah said we should stick to feeding on animals while we're all still in town to not create suspicion. We can't have people walking around with puncture wounds in their necks."

Stefan gave Caroline a strange look and sighed and blew the air from his lips harshly. "That's a good idea. All right," he sighed, staring at the door in disgust. "They taste absolutely awful but we can try to find some…bunnies or something."

"Great! Do you possibly…umm - do you have something I can change into?" Caroline looked down at her dress that had started to wrinkle in the areas of plain red fabric and she looked into Stefan's dark green eyes. "I can't be caught in the same outfit as last night. Can you just imagine what that would do to my reputation?"

Stefan chuckled, shaking his head. "Upstairs in my room, choose whatever you like."

Once Caroline had changed into a comfortable pair of Stefan's trousers and a large shirt, the two of them were ready to go and trampling through the woods behind Stefan's house. The woods were dense but quiet with only the occasional cricket just waking up as dawn glistened over the horizon. "It's beautiful here," Caroline mumbled in teary awe. "So much prettier than I expected."

"Yes, we're lucky we found this small town," Stefan agreed, nodding. His lips pulled into a grin and he glanced at Caroline quickly. "Did I tell you how long it took me to find this town, Care? Months! I knew it had to have woods to run through and that it had to have the perfect clubs for you to go to. I think I did a good job."

Caroline patted Stefan on the shoulder with an amused grin on her lips, a light laugh escaping her throat. "Yes, you did a good job and I'm incredibly proud. Little Stefan is truly growing up."

He rolled his eyes and shook her hand off of his shoulder. "Very cute, Caroline. So who were the people you were with all night?"

"Oh!" Caroline clapped excitedly as they strolled through the thicket of branches looking for bunnies. "Rebekah and Klaus Mikaelson! Rebekah is wonderful, Stefan! She's truly the kindest person I've met since I've become a vampire. Well, after you of course. Klaus, well, he's a different story. He's arrogant and rude and brash and ugh! He makes me angry. But I do enjoy Rebekah's company. She wishes to meet you sometime."

Stefan stared at her in surprise and smiled kindly, his eyes crinkling in the corner. "It appears you've made a good friend, then. I will have to meet her."

"She thinks you're dashing from behind," Caroline added coyly, walking ahead of him as his eyes widened in amusement. "I told her you're equally dashing from the front, but she wants to see for herself."

"I see," he grinned, shaking his head. "This evening, then?"

She nodded and her head whipped to the side as she heard the scurrying of a small animal not far off in the distance. "Gotcha," she murmured, pouncing.

Thank you to everyone who has stuck with this story through the changes! I got a review that I was to address:

"it seems the same"

- Aside from the pov and the added details, it is the same. The story line itself hasn't changed, just some minor things and the chapters have been elongated. The first chapter is actually the entire first with added paragraphs and half of the second. This second chapter is the rest of the original second chapter along with what was the original third. I hope that cleared things up!

Anyway, please review and tell me what you think!