AN: Just something that came to me while I was trying to get to sleep last night LOL. This is set in episode 6 of The Vampire Diaries, when Damon came to Elena's looking for Stefan. A different way things could have played out.

Important Note: TV show AND book compliant. Some things were taken directly from the show, while others were borrowed from the books, and some things are completely mine.

Warning: may contain spoilers for those who have never read the books!

Italics - Memories

Enjoy!

I OWN NOTHING!

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Elena stood in front of Damon, her arms crossed in front of her chest and a look of disbelief on her face. How could he stand there all calm and collected? Was he so much of a monster that he truly didn't care, even a little, about what he had done to Vicki?

"How are you and Stefan even related?" She mumbled to herself.

Damon, with his enhanced hearing, heard her. "You know I've asked myself that same question time and time again. I mean, were nothing alike." Damon smirked.

"Your right...Stefan actually has a heart." She shot out coldly.

Damon laughed, unfazed by her words. Elena glared angrily. She hated him. She hated him for what he had done to Vicki, for the way he had used Caroline the last few weeks, and for whatever it is he had done to Stefan. But underneath all that hate was an intense desire to understand him. To know why he did the things he did. To know this person so different than his brother.

"Tell me something Damon, in your 145 years as a vampire and however many years as a human, do you regret anything?" She asked.

Damon opened his mouth to respond, probably to throw out another sarcastic quip, but he stopped. His eyes turned thoughtful and if you looked closely maybe even a little sad. Regret...

Xx

A twelve year old Damon sat at his desk scribbling on a piece of paper. He lifted his head at the sound of his bedroom door opening. He turned to see his younger brother slowly coming into his room. Damon narrowed his eyes and turned back to the paper.

"Damon...?" Stefan asked slowly.

"What do you want Stefan?" He snapped.

"Where's our mother?" Stefan mumbled.

The pen in Damon's hand stilled on the paper and his eyes flashed dangerously. He looked at Stefan, his face set with anger and loathing. Stefan stepped back, sacred by his brother's reaction.

"She's dead." He bit out coldly. "She died because you were born."

Stefan's eyes filled with tears and he nodded slowly. Damon turned his back on Stefan's tears to return to what he was doing. He glared angrily down at the paper as the pen tore through it. He distantly heard the sound of his bedroom door closing.

Xx

Damon watched from the side as Katherine spoke to his brother. He studied her features silently, she was beautiful. Katherine looked at him out of the corner of her eyes. She smiled secretly and Damon grinned.

"That is a girl that clearly wants to be chased. If you won't do it, I will." Damon said before running after Katherine.

Xx

Katherine dropped her arms from around Stefan's neck. He smiled down at her and she returned his smile. Katherine made an excuse to leave the dance floor for a moment, saying that she would be right back. Stefan nodded.

Katherine slipped into one of the back rooms. She looked to make sure no one saw her before quickly closing the door. She turned to smile brightly into the darkness. "I'm here."

Damon stepped forward from the shadows, grinning in satisfaction. He reached for her hand, bringing her into his arms. Damon smiled and tilted his head down to meet her waiting lips.

Xx

Damon swung his blade at Stefan who blocked it in the air with his own. They continued like this for another few minutes. Damon swung, Stefan blocked, Stefan swung, Damon blocked. Damon could hear his father's voice screaming at them from the house to stop. Damon yelled in anger. Stefan was responsible. it was his fault she was gone. Damon knew he had to finish it before his father reached them.

Damon jabbed his blade forward, catching Stefan off guard and striking him through the heart. Damon watched as Stefan fell to the ground. He bent down next to Stefan. He had done it. He had killed him.

Damon was distracted staring at Stefan's face that he didn't notice Stefan picking up his own sword. But he felt the blade pierce his heart. Damon fell back beside his brother.

Xx

Damon's eyes turned black and he gripped Stefan by the neck. Damon threw Stefan across the yard, slamming him into the side of the house. He appeared beside him.

"You should know better than to think you're stronger than me. I wouldn't try it again." Damon said.

Damon turned and walked away, whistling to himself as Stefan struggled to his feet.

Xx

Damon forced the memories back down. His eyes focused on the present to see Elena staring at him curiously. He shook his head slightly, clearing it of the images he had just relived, the things that had been said. He glared darkly at Elena, angry that she had unearthed things he had fought to keep buried.

Elena stared at Damon with curiosity. It had been several minutes since she had asked him if he regretted anything and Damon had yet to speak. In that time she had watched his face change as it took on different emotions. His eyes had never left her but she was certain he had seen something different. Like he was remembering. Elena blinked and Damon was standing inches from her face. She gasped and took a step back.

Damon leaned in closely his eyes filled with something she could not place. "I don't regret anything." He breathed out.

Elena blinked again and Damon was standing at her front door. He turned to glare at her one last time. "Tell my brother I'm looking for him." He said.

And with that Damon was gone. Elena shook off her fear and ran to lock the front door. She knew it was pointless and that if he wanted to get in he would, but it made her feel a little better. Elena breathed quickly, attempting to get herself under control. She thought about Damon and what he had said. I don't regret anything.

Elena brought forth an image of his face when he had said that. Seeing his face again without the fear, she was able to place what it was she saw in his eyes. Regret...

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