Notes on canon and AU and general housekeeping: This picks up at an indiscriminate point in season 4… pre-sexy Klaroline woods scene, pre-NOLA and Hayley and the baby… canon with everything in the show until where we start and everything is AU from there. We are just generally in season 4 timewise but other AU notes are: there is no threat from Silas and no hunt for the cure and Tyler and Caroline have broken up for unspecified reasons. Certain things will be inherently OOC in order to make smut happen… mostly Klaus's behaviour will have to be modified. It's all for the sake of smut, just let it happen. This isn't supposed to be realistic, just sexy and silly and fun and maybe a little fluffy.

Chapter 1

-What is going on?!-

The last 12 hours had been the most terrifying and confusing Caroline Forbes had ever been through in her life… and that was saying something considering how out of her depth she'd been when Katherine Pierce turned her into a vampire not so long before. Not to mention all the baggage that came with vampirism. Her father torturing her was one she thought would hold a record for awful but this… this was a completely different type of unbearable.

How can I feel like I'm desiccating… and be so turned on at the same goddamn time? This isn't supposed to work this way! Caroline thought to herself for the thousandth time as her car finally pulled up to its destination.

This was the really bad part about what was happening. It had led her here...

"Caroline, just have sex with someone as soon as you can," her one-night incredible stand had said, raking his fingers through his hair in pure anxiety. "That's my best advice. Don't feel guilty about what's going to happen… just do it and move on."

"Jesus, what the hell are you talking about?" she shrieked at him, collecting the bedspread from the hotel bed around her naked form. "You just snapped my neck! Look I'm sorry that I lost control there and I'm not saying you were in the wrong but… what are you going on about now? You're really scaring me! You haven't even told me your name!"

But he was already pulling on the last of his clothes and checking his pockets to make sure he had everything.

"Are you seriously leaving?" she shrieked at him. "Look buddy, I'm a vampire, I'm fast and I can follow you-"

"Caroline," he stopped her, looking up at her with genuine sadness and regret. "Look, take the advice I already gave you but if you can't figure things out… find Klaus. He'll help you but, for god's sake, please don't tell him anything about me. I'm really sorry about this happening. It was an accident, I swear. I never would have… if you hadn't started draining me…"

"I'm sorry about that, your blood just… I don't know. Please just stay and tell me what's the matter!"

"I'm sorry," he said again. "I really am."

And with that he'd flashed out quicker than she'd ever seen any vampire do.

That had been 12 hours ago at 6 in the morning after one of Caroline's most memorable one-night stands in more ways than one. The man she'd met at the bar had been an incredible lover, the best she'd ever had. But it'd been while riding him that she'd caught the scent of his blood… like nothing she'd ever encountered before. Suddenly, she knew what it meant to be a ripper and she was at his neck so fervently she was surprised she didn't take it clean off.

Then her world had gone black.

To save himself, the man had snapped her neck. When she woke in their hotel, he was still there and fretting while pacing nervously. Initially she assumed it was because he didn't realize she would come back to life. Then she spied her wallet open where he'd clearly pulled out her ID. Now, pacing with his back to her, he was mumbling and she clearly made out the words: fuck, fuck, fuck…. Klaus, shit!

Their brief conversation gave her no further insights into what the hell his deal was. After sitting in the bed somewhat disturbed and creeped out after he ran off, Caroline dressed and headed home. Something felt off but mostly she felt fine. She chalked it up to the unpleasant end to their interaction. Apparently the best sex of your life came wrapped up in a big old case of neurosis. So what if he'd looked like Bradley Cooper? Always make sure the person you go to be with isn't crazy first...

Then, within the first few hours of her morning getting back home, she was overwhelmingly struck with desire. Potent and intense, it struck her right in her core out of nowhere, just as she'd been settling down to get some real sleep. The minute she felt it, she writhed against her mattress and let out an unbidden but delirious moan. In quick succession a series of unwelcome images flashed through her mind: Matt… Tyler… Stefan… Alaric? Jesus, why Alaric? ...Klaus.

Upon focusing on the prominent image of the sandy-haired original and his glorious lips, Caroline unashamedly reached into the drawer of her beside table to get out her vibrator and focus on getting herself off. It didn't make any season… after the mind-blowing lay she'd had the previous evening, she should have been good for at least a week but, instead, she felt insatiable.

She was able to get herself off quickly and, for about three minutes, she felt fine again. Her short-lived relief turned into frustration when she felt her core aching again and she reached for her vibrator another time.

Things had only gotten worse from there. The need to keep cumming was intense and each time she was successful the fulfillment was so brief she was practically screaming in anger - and lust - each time she felt desire sparking again. It had been only three hours since she'd arrived home, now 9 am, and she'd lost count of how many times she'd gotten herself off. She'd had to go in search of new batteries for the vibrator twice.

She thought about what her one-night stand had told her: Just have sex with someone as soon as possible. He'd said it in such a foreboding way that Caroline was loathe to take his advice until she knew what was going on but, at this point, she didn't care anymore. School had already started but she was sure she could catch someone in between classes…

Getting dressed was a process, though. Having to stop fucking herself long enough to even throw on underwear had her pressing herself into a wall - pretending it was Klaus - and fingering her clit through her panties. After finding relief - she was getting really good at being quick about it at this point - she pulled on her jeans. Even the way the rough material felt against her skin turned her on.

This was insane.

She splashed some cold water on her face before she left the house.

Sure enough, though, upon arriving to school she found one of the worse players on the football team when he was heading out of his Spanish class. Tim, she was was pretty sure his name was, was more of a bench-warmer than an actual player because he was such a terrible player. Caroline had seen him checking her out several times before and it was well known across the school that she was single again. Checking around her to make sure she didn't spy any of her close friends or exes, Caroline made her way over to him.

Even the way she made her approach felt completely different. Suddenly, it felt very much like she was hunting but it wasn't his blood she was interested in. Her vision almost seemed to tunnel around her as she focused in on him, completely in tune to his every physical response to her, sensing that he was growing slightly hard from the moment he saw her. Her hips swayed in a seductive prowess she had never known she had and let a saucy smile rest on her features.

"Hey Tim," she said.

"It's a-actually Tom, Caroline," he said and as he became more aroused she felt the very distinct feeling of hunger.

"You wanna get out of here for a little while?" she asked, without missing a beat and ignoring his correction.

"S-sure." He actually gulped, like a goddamn cartoon character. She felt herself smiling like Sylvester the Cat.

Driving out of the town a bit and into the woods, Caroline began to take him in the back seat. Straddling him in the car, she wasted no time in thrusting her tongue into his mouth and grinding her center against his bulging jeans. He wasn't that good looking, like a less-handsome Matt Donovan but, he would do.

Not to mention you'll be thinking of Klaus the whole time anyway, she thought to herself. His involvement in her fantasies had proved immensely helpful earlier that morning. Although, maybe this time she'd switch it up. Elijah? Both of them? As the limits of her sexuality continued to be pushed as the day wore on, Caroline found herself thinking dirtier and dirtier thoughts.

But all of a sudden, the mood of her make-out session shifted. Her desire abruptly lurched into straight up hunger and she could feel the vampire veins beneath her eyes beginning to snake through her skin and then… she was breathing him in.

Through their open mouthed kiss, tongues entwined, Caroline could feel herself pulling something out of the boy and sucking it into herself. It felt like pure energy and light and, for the first time that day, she began to actually feel better. What is going on? she still had the wherewithal to wonder. Her vampire senses picked up something though… his heartbeat. It was slowing.

Caroline pushed herself off of him sharply, doing her best to compose herself and hide her veins as she did. It wouldn't have mattered. Tom was so out of it he barely even registered her. He was alive but woozy; it looked like she had all but drained him even though she'd never even had the urge to bite him. Nevertheless, had she almost just killed him?

Leaning forward, she let her eyes dilate in compulsion.

"We're going back to school," she said. "All you'll remember is cutting class to huff some glue in the bathroom. That's why you feel woozy. You'll drink some water and go back to class."

The boy nodded dumbly before passing out. She double checked his pulse and, yes, he was still alive but this was troubling. Caroline had almost killed someone from having sex with them.

So that explained why he had told her to just have sex without looking back. She still didn't know what her hot one-night stand had done to her but he knew that she might kill someone from sex. What happened after that? Well, she wasn't going to be trying that again because, honestly, she didn't want to find out.

That left her with his other piece of advice. Find Klaus. She would rather die.

And waiting until later that afternoon, still trying to survive on getting herself off, Caroline was finally reaching the point where she truly had to face that quandary. Would she rather die?

The bit of energy she'd taken from Tom had given her maybe an hour long break in the torture. But when her arousal resumed, it wasn't just arousal anymore. No, she was so turned on that she almost felt sick. The longer she went, the greyer her skin became.

Caroline realized, with increasing horror as the hours wore on, that she was very rapidly desiccating.

Strangely, the idea of blood right now kind of turned her stomach, had been all day. So she started with Stefan's bunny diet, seeing if a rabbit from the backyard might whet her appetite. That was when she first realized something was very wrong with her fangs. They were still there but they just didn't… work. This fact, to Caroline, was even scarier than the feeling of desiccation itself.

So finally she got in the car and drove to the Mikaelson home across town. Maybe at the very least Klaus would have some answers about what the hell was going on.

And, as scared as she was, the throbbing wetness hadn't gone away. The idea of being around Klaus currently seemed both unbearable and like the best idea she'd had all day. She had to coach herself in advance: You will not sleep with him.

It was Rebekah who answered the door and Caroline cursed every deity anyone had ever believed in. This was another woman, another frequently-insecure blonde like herself if she wasn't mistaken, and Caroline was just sure Rebekah could read every emotion crossing her features as she stood outside the house.

Caroline was right, of course. Her arousal was potent in the air around them, impossible not to notice. But Caroline's embarrassment at the whole situation was noticeable too and Rebekah was surprised to feel something like sympathy. And then she noticed the distinct hint of fear in Caroline's eyes and her the grey pallor to her skin. Something was very wrong.

Instead of being slapped with some verbal abuse, Caroline was surprised when Rebekah's only response to her arrival was letting out a clearly concerned holler of: "Nik! You should really come to the door… you have a guest…"

Caroline's heightened hearing could pick out his response from across the house.

"Whoever it is can bloody well leave or you can make them leave yourself!" he snapped back.

Caroline very visibly shuddered at the harsh sound of his voice which still oozed sex appeal even as he was berating someone. That accent. It had always made her a little weak in the knees before but this was completely different.

Rebekah's first instinct was to wrinkle her nose in disgust at Caroline's obviously attracted reaction to her brother's voice alone but, upon seeing Caroline so shaken with unbridled lust that she had to clutch the door to keep from falling, she couldn't help but grow confused again. Caroline had rebuffed Klaus's sexual advances enough times for Rebekah to know she had stronger willpower than this… What was going on? Why did she come to Klaus with this problem of all problems when Caroline had always professed to hate him so much? Was this some sort of spell?

Caroline was shocked with the other blonde was at her side in a flash to help support her when she almost crumpled after hearing Klaus's voice.

"Bloody hell, Caroline, what's going on?" Rebekah asked in pure confusion and, if Caroline was hearing her correctly, a little bit of sympathy.

In that moment her lust overcame her so profoundly that, looking at Rebekah who was holding her up by the shoulders, Caroline had to use every ounce of her willpower not to kiss the Original Bitch on the spot. All sorts of dirty thoughts began to flash through her mind. Rebekah was a thousand years old, of course she's had women before. Bet she's a little bit of a dominatrix; she seems the type.

Rebekah, who could still smell Caroline's growing arousal, seemed to know exactly what was going through Caroline's mind because she wrenched her head abruptly backwards in an indication that no make-out sessions would be happening.

"Niklaus!" she hollered again over her shoulder.

"No need to shout," Klaus said, appearing from behind her in the next instant. He'd sped across the house the instant he heard Rebekah say Caroline's name. "Caroline, love, what are you doing here? Rebekah, let go of her!"

Rebekah's eyebrows lowered at Klaus's snarl.

"I can't, Nik, she can hardly stand up on her own," Rebekah responded with an eye-roll. The second Klaus had appeared Caroline seemed to almost turn to jelly in her hands. What the hell is happening? This is how Nik is supposed to be around her, not vice versa.

"I'm sorry…" their extremely flustered guest finally managed to work up the focus to say. "I need your help, Klaus, something is wrong with me."

Klaus had Caroline wrenched out of Rebekah's grasp in the next moment and was carrying her in his arms into the house.

She couldn't help it. The second she was pressed against his chest with his strong hands wrapped around her, a completely unbidden wanton moan worked its way from her lips. One of her hands worked its way up his chest to grip into his Henley and tug, as if she was trying to pull him closer. Her eyes were shut, both in pleasure and embarrassment. She couldn't believe this was happening to begin with but did it really have to happen in front of Rebekah?

At the heady sound of her moan, Klaus almost lost his own composure, nearly dropping her in surprise. He hadn't yet taken in the fact that Caroline was aroused until this moment. He had smelled it on her but… he'd been so distracted by Bekah's hands on her and the fact that she was there at all.

Seeing him startle Rebekah rolled her eyes again, "Jesus, Nik, pull yourself together," she chided. "Do I need to carry her in? Get her into the library."

"The library?" Klaus balked, he could think of a number of places he'd like to get intimate with Caroline immediately but the library, where all of his siblings had been chatting together for the past hour, was not first on his list. Did Rebekah really bloody think that he'd be going anywhere besides the bedroom right now?

"Trust me, Niklaus, she isn't here because she wants to get lucky, something's wrong," Rebekah said, leading the way into the house. "And I don't think she knows what it is."

"Is that true, love?" Klaus asked, looking down at her as he trailed behind Rebekah, growing more concerned each second. When Caroline mutely nodded her head in confirmation as she continued to writhe in his arms in clear discomfort he frowned. It had been his dream ever since he met Caroline to have her show up to his door wet and ready for him but… not like this.

Entering the library, Caroline groaned - out of frustration this time, not lust - when she heard two more voices.

"There you are Bekah, who was it?" Kol asked before noticing Klaus and Caroline behind her. "Well hello darling! What brings you here tonight?"

Klaus was setting her down on the couch taking a seat on a chair across from her in what Caroline appreciated as a very considerate move.

"Is everything alright, Niklaus?" Elijah's voice spoke up next.

The sounds of both of them sent tremors racing straight through her body. Kol always sounded so deliciously flirty and bad. Elijah sounded so reserved and sophisticated and just… sexy. You could practically see his crisp suit just from listening to him talk.

"Caroline," Klaus began, prompting her first since he didn't have any idea what was happening to her yet either, "What's going on? Why are you here?"

Caroline groaned into her hands when Kol stood up to look over her while she was lying on the couch and Elijah appeared from behind her she finally got to see the flawless suit. Why were all the Mikaelson's so ridiculously attractive? She couldn't do this.

"Can I please tell you in private?" she pleaded.

Klaus was about to acquiesce to her plea when Rebekah interrupted him.

"Nik, whatever is going on with her seems like a spell…" she began.

"Well, I believe Bekah and I are most well equipped in that area!" Kol said brightly, "Come on, doll, just tell us all. We've been having a very dull evening."

"Kol," Klaus growled.

"Calm down, Nik, I'm just kidding…"

While the younger brothers bickered with Rebekah looking on, Elijah was stooping next to her on the couch to inspect her. His eyes traced over her greying skin, recognizing the signs of desiccation. This close to her, following his gentle gaze, Caroline's breath hitched in her throat and he caught sight of that as well. He could smell her desire. They all could.

And suddenly, Elijah believed he knew what had happened to Caroline. If he was right, this was going to be a discussion that involved all of them, no matter how awkward and uncomfortable that might be for the poor girl.

"Caroline," Elijah prompted seriously, making both Klaus and Kol stop abruptly, "Have you had… sexual intercourse with anyone recently?"

"Elijah!" Klaus barked but held himself back when Elijah threw him an annoyed look. Klaus did have to trust that Elijah was smart enough not to ask something of that nature without a good reason.

Caroline, for her part, was actually kind of glad she was starting this conversation with Elijah after all. He was so mature and so serious. He wasn't going to make fun of her mess with her. She could trust him to behave honorably in this situation.

"Have you, Caroline?" Elijah repeated.

Kol let an abrupt bark of laughter. "Really, Elijah? I think I know where you're going with this... That's not possible is it?" He seemed to innately understand where Elijah was leading with his question. Rebekah was quietly assessing the whole conversation.

"What?" Klaus demanded harshly. "What are you talking about? Tell me."

Elijah didn't bat an eye at Klaus's frustration. He kept considering Kol's disbelieving response. "It's true that we thought they all died out centuries ago…"

"But were we ever really sure?" Kol asked.

Suddenly whatever they were hypothesizing seemed to click in Klaus's mind and a look of dread crossed his features.

"No…" he breathed out.

Caroline sat up on the couch, wanting to shake him. He was scaring her.

"Klaus, what is it?" she asked, needing to hear the answer but also not wanting to.

"Love, you need to tell me, have you had sex within the last day?" he asked.

She couldn't believe how easily he seemed to be asking that question, honestly, in front of his family no less. He just looked resigned. There was no threat in his tone, though his eyes did still hold a look of jealousy and possessiveness.

"I don't see what that has-"

"Now is not the time to be modest, love!" he insisted, rising from his chair to take a seat next to her on the couch, lifting her into a sitting position and gripping her wrist almost painfully.

"Yes, okay, yes! Last night I had a one night stand," she admitted. "Are you happy?"

"Obviously I'm not happy," he spat out with disdain before noticing the clearly hurt look that crossed her features. "No, Caroline, you haven't done anything wrong. Of course I don't like to hear about your one night stands but there are far more pressing concerns at the moment… and you are to blame for none of them."

"Other concerns?" she asked, not hiding the trepidation in her voice. "Klaus what the hell is going on?!"

"Caroline, you feel like you're desiccating, correct?" Rebekah asked her, almost sounding kind, Caroline realized with a shock.

"Yes but-"

"Have you tried feeding today?" she asked next.

Caroline grimaced and through the haze of her incredibly mixed up feelings and emotions right now, a tear finally slipped out. Just one. She wouldn't let herself crack more than she already was in front of the family of Originals.

"Yes and… I can't," she admitted. She let her fangs pop out, the veins appearing beneath her eyes as she did. "They're still there but I can't drain the way I used to, I don't even want to. The thought of blood makes me sick to my stomach right now. What is this? You all seem to know, tell me!"

"Love, you're transitioning," Klaus told her softly.

She looked up to him where he was sitting next to her, his hand still on her wrist but now just holding it softly. Her eyes were wide but part of her knew as soon as he said it that, of course, she was. She'd only felt this type of insatiable need for something when she'd first turned into a vampire. But what could a vampire transition into.

"Transitioning?" Caroline asked, hating how shrill her voice sounded but not knowing how to control it in this moment. "Into what?"

"You're transitioning into a succubus."

She woke up just a little later, with all of them crowded around looking down at her on the couch. For god's sake she had actually fainted, that had never happened to her since she had turned.

"Love? Are you alright?" Klaus asked.

"A succubus? Are you fucking kidding me?" she asked, clutching her head which suddenly hurt.

"He most assuredly is not," Elijah said next. "We would know. After all, it was our family that created succubi."

Oh god, that introduction had long-story written all over it. Caroline wanted to know what was going on with her and what it meant to transition into a succubus but, her desire had not waned in the slightest. It was only growing worse each passing second, surrounded by the ridiculously attractive group. Right now, her eyes flitting between each of their faces - Kol's the only amused one among them, though both he and Klaus were looking at her hungrily - she just wanted to stop talking and take one of them.

"We turned one vampire and one human into succubi many centuries ago in a spell we created with aid from a witch as a punishment," Klaus admitted. "We can tell you more about that later but right now, you're transitioning and we don't have much time…"

"How did this happen?" she asked next.

"Anything can be turned into a succubus," Kol explained next. "Supernatural beings or humans. The only people immune to being turned are the four people standing in front of you right now, a nifty little side effect of our involvement creating the spell to create the first succubi to begin with."

"You're turned the same way a human becomes a vampire. If you die with succubus blood in your system…" Rebekah said.

Caroline remembered the man from the night before. How sweet his blood had been to her then. She'd lost control and that never happened to her.

"The man last night…" Caroline began, working it all out. "I smelled his blood and I lost control. He smelled so good. I almost drained him, almost decapitated him and I think he panicked and snapped my neck."

Klaus growled next to her and held her gaze with fiercely blazing eyes, "I will find whoever's done this to you." God she just wanted to rip off his shirt right there…

"But the bottom line is, Caroline," Elijah said, bringing their attention back to the present, "Like, becoming a vampire you must complete your transition or you will die."

"And I do believe that your body is giving you some pretty clear indications of what you need to do…" Kol said with a salacious wink.

"Kol!" Klaus barked again.

"I have to have sex?" she asked, ignoring Klaus's annoyed outburst.

"You have to feed," Rebekah said. "If you just have sex with a vampire you won't be able to feed because they're already dead. A succubus feeds of sexual energy and the same way two vampires can't sustain each other off of their own blood permanently… a succubus needs to feed off the life force of a living creature in full to complete the transition."

Caroline remembered Tom in the car. She had started to feed off of his sexual energy then but she hadn't finished the job. Feed in full. She had to kill someone.

"Look, I'm not going to rape anybody!" she immediately began to protest. There had to be a loophole.

"Love, I don't want you transitioning either," Klaus reassured her. "A succubus is immortal but I didn't imagine an eternity with you as anything other than a vampire…"

If Caroline wasn't both so turned on but worried at the same time, she would have taken the time to remind him that she would never be his for eternity - even if being his for tonight would be pretty great. Given the circumstances, though, she was almost a little touched.

"Is there anyway to delay the transition?" Klaus asked, looking between his siblings. "Just so we can buy enough time to track down a witch who could take a look at the succubus spell. There must be a way to undo it."

Elijah, Kol, and Rebekah exchanged skeptical glances. Getting out of transitioning was never something they'd heard of. It was simply either do or die.

"Well, you can certainly buy her some time… maybe a few days, even, I would guess," Elijah considered carefully. "As long as she's able to feed when she needs to."

"I don't want to kill anyone!" Caroline said immediately.

"If you do that, you'll transition," Kol said with a smirk, "I believe Elijah had someone with more… stamina in mind."

Caroline glanced nervously up to Klaus who was hyper-focused onto her. Her legs clenched together unconsciously as his intense gaze made her squirm in pleasure yet again.

"So if I feed off of someone immortal in the meantime… I won't transition right away?" she asked, hesitantly.

"You'll buy yourself some time but, if we can't figure out a loophole, you'll still have to finish the transition eventually," Rebekah told her. "Or you'll die."

Caroline sighed, pressing her face into her hands before dragging them down just enough to peek out at Klaus.

"Klaus? Could we perhaps go somewhere more private?" she asked, shyly.

The look of ardor he returned to her almost had her cumming on the spot and she couldn't help the soft little mewl that passed her lips. Kol chuckled next to her.

"Elijah, I want you tracking down the descendants of the witch that helped us create the spell. Rebekah, find the succubus who did this and get information out of him. We need to know how many there are left," Klaus began to order. "And Kol, put your knowledge of magic to good use. I want you looking at the spell and working on a way to counteract this on your own in case we can't find a descendant in time."

"Affirmative, commander," Kol saluted with a silly grin, before cocking an eyebrow at her. "Have fun Miss Forbes…"

And before she realized what was happening next, Klaus had whisked her from the room.

Notes on the pairings and smut: Klaroline is my OTP so that is the main pairing of this fic. However, the whole point of this fic is to get Caroline laid by as many people I think she'd have good sexual chemistry with as possible… (Caveat: within the Mikaelson family only.) Thus, some of my favorite, favorite crackships ever will be explored including Carlijah and Koroline plus some, hopefully, salacious OT3 scenes between the three pairings. Will there be Carbekah? Possibly… haven't made up my mind yet but be forewarned that slash is potentially forthcoming. Each upcoming chapter will contain serious smut and lemons so if you're looking for something completely vanilla this isn't the place. No straight-up incest though, even if there are three ways.

Notes on inspiration: Huge shout out to elisabethjj, author of "Burns holes in your skin" on this site which was loosely my inspiration for this. That story's basic premise is that something happens to Caroline that makes her have to have sex with Klaus and I wanted to explore the same prompt with a different twist… and a lot more people. I've been meaning to write a Caroline x All the Mikaelsons for months now and this silly, smutty, succubus idea was what finally pushed me to do it. Hope you enjoy!