[Bonnie walks alone through a cemetery, carrying a bouquet of flowers. She comes to a stop in front of Jeremy's headstone, which reads: "JEREMY GILBERT - BROTHER AND FRIEND".]

Bonnie: Hey, Jeremy.

[She is crying silently while she kneels and places the flowers on his grave.]

Bonnie: You know, I was-- I was thinking about the last thing I said to you. "We did it." Totally lame last thing to say to someone. That wasn't a goodbye, Jeremy. You-- you were supposed to come back with us.
Jeremy: Bonnie.

[She hears Jeremy's voice behind her, and smiles with excited hope.]

Bonnie: Jeremy?

[She turns to see him standing behind her.]

Jeremy: Wake up.
Bonnie: How are you here?
Jeremy: [urgently] Bonnie, wake up.
Bonnie: I don't understand.
Jeremy: Open your eyes. Bonnie, open your eyes!

[Jeremy grabs her by the arms while imploring her to wake up. Suddenly, Bonnie is lying on a couch at home and her eyes open. The blanket covering her is on fire.]

Bonnie: Oh, my god.

[She waves her arm over the flames and the fire disappears. Mouth hanging open, Bonnie looks horrified.]

Salvatore Boarding House

[It's morning. Damon and Stefan are playing catch with a football across their living room.]

Damon: So how long's it been? Eight, nine days?
Stefan: Yeah, eight or nine days. I don't know, I lost count.
Damon: If we lost count of the consecutive days in which Elena Gilbert has not killed anyone, I'd say that's progress, brother.
Stefan: So what are we gonna do, just, ah, throw the football around for another 150 years till Elena gets her humanity back? Because I'm cool with that.
Damon: She doesn't want the cure. She's gonna start killing people if she knows we're still trying to get it for her.
Stefan: All right. We could always, ah, make her want it.
Damon: Yeah, how're you gonna make an emotionless vampire want anything?
Stefan: Get her to flip her humanity switch.
Damon: So what are we gonna do? Pull a Lexi and bombard her with emotions till one of them sticks?
Stefan: Yeah, and if that doesn't work, then we go to Plan "B": lock her up, keep her sidelined until you and I figure out a Plan "C".
Damon: And what happens when she gets slammed with every emotion she's repressed since Jeremy died?
Stefan: Well, then you, my friend, will be right by her side, ready to help her through it.
Damon: Right. 'Cause you don't wanna keep reliving history, and when this is all over you're just gonna get out of her life.

[Stefan looks down for a moment, then smiles unconvincingly.]

Stefan: Bingo.
Damon: All right. How do you wanna do this?

Klaus' Family Mansion

[Rebekah, Elijah, and Klaus are sitting at a table together.]

Rebekah: Elijah, being a human means a fresh start. I can grow old and have a family and fill my days with meaning, knowing that each one matters.

[Klaus laughs.]

Klaus: Well, that was poetic.
Elijah: Well, if you can provide us with a more compelling reason for wanting the cure, Klaus, please.
Klaus: Silas can appear as anyone. He got inside my thoughts, convinced me I was dying. He will torment me until I give him the cure.
Rebekah: And in doing so he will break down the wall to the Other Side.
Klaus: So it doesn't trap him there when he dies. He wants to reunite with his lost soulmate. [to Elijah] You of all lovesick fools should applaud his devotion.
Rebekah: He will open the floodgates for every supernatural being that has ever died.
Klaus: Including our dear brothers, Kol and Finn. We'll have our family back.
Rebekah: Please, you hated Kol and you kept Finn in a box for most of his life.
Klaus: Elijah, please.
Elijah: Your personal discomfort might not be sufficient reason for putting the entire world in jeopardy, Klaus. I think our sister deserves a shot at happiness.
Klaus: Tell me you're joking. Tell me you're not fating me to an eternity of torture.
Elijah: I made my decision.

[Klaus swiftly stands and leans down to speak into Rebekah's ear.]

Klaus: When you're sick and dying, and you beg for my blood, I will laugh in your face and compel you to forget me.

[Klaus leaves the room. Rebekah remains carefully composed as she touches her hair and clears her throat.]

Rebekah: [to Elijah] Where is the cure?
Elijah: Rebekah, it's no secret that you are impulsive, emotional, and at times morally questionable. Prove to me this isn't just another one of your whims, that you know precisely what you are giving up here.
Rebekah: Fine. Anything.
Elijah: I want you to live a day as a human. This day. No vampire privileges-- no strength, no compulsion, no nothing. If you succeed, if you still believe this is what you want, the cure is yours.

[Rebekah is surprised, but releases the tension in her body with resignation and accepts the challenge.]

Mystic Falls

[Elena and Rebekah are walking down a street together.]

Elena: You're gonna fail. You should be locking yourself inside all day, not shopping for prom.
Rebekah: Name me a more human experience than senior prom.
Elena: Death.
Rebekah: Why should I listen to you? You don't even have your humanity.
Elena: You realize you won't even be able to compel yourself a date, right?
Rebekah: Yes, and last time I checked you're living in my house 'cause I'm the only one that can tolerate you, so you don't have to be so rude.
Elena: Then I want to come with you. Yeah, I'll keep an eye on you to make sure that you pass Elijah's test. As soon as you've gotten the cure, it'll be gone for good and no one will be able to use it on me.

[Elena continues walking and Rebekah follows her.]

Dress Shop

[Caroline is inside trying on a dress accompanied by Bonnie. They come out of a fitting room together.]

Caroline: What kind of dreams?
Bonnie: Usually I'm at his grave and all of a sudden, he appears to me.

[Caroline talks while inspecting herself in a three-way mirror.]

Caroline: Well, you never got to say goodbye, Bon. You're grieving, that's normal.
Bonnie: When I woke up, the couch was on fire.
Caroline: Oh.

[She turns to face Bonnie.]

Bonnie: I don't know if it's because I was emotional in my dream, or if Shane was right. Without his help, I'll lose control of my magic.
Caroline: No, it's because you need a night off from mourning. And I'm gonna make sure that you have it.

[They smile at each other.]

Bonnie: Um, you look super hot, by the way.
Caroline: You think?
Bonnie: Oh yeah.
Caroline: [smiling] Yeah.
Bonnie: Matt and I are gonna have the sexiest date there.

[They giggle with each other.]

Caroline: You know what, I love friend-prom. And it's exactly what prom should be-- friends and memories.
Bonnie: Yep.
Caroline: Yes, it sucks that my boyfriend can't be here, but the three of us are gonna have the night of our lives.

[The door jingles as someone enters the shop. Caroline looks up and her smile falters. Elena and Rebekah enter the store.]

Elena: Hey, Bonnie. Heard you got your mind wiped-- that sucks. Pretty dress, Caroline.
Caroline: I know. You helped me pick it out months ago when we were friends-- before you tried to kill me.
Elena: I thought it looked familiar.
Caroline: [to the store clerk] Can you press this for me? I'll pick it up later. Bonnie?

[They go back to the fitting room while Elena watches them with a sly look on her face.]

Rebekah's House

[It's night-time. Elena descends the steps of Rebekah's front porch, wearing Caroline's dress, while a limo drives up. She stops in her tracks when Stefan gets out with a bouquet of flowers.]

Elena: I don't need a babysitter.
Stefan: Really? Because the last time I saw you, you snapped a waitress' spine.
Elena: Got you to stop your search for the cure, didn't it?

[She starts walking away but Damon vamp-speeds over to block her.]

Damon: Yep. We're just here to make sure you hold up your end of the deal. Don't eat the prom queen.

[He points at her reprovingly, then offers up a wrist corsage.]

Damon: May I?
Elena: No.

[Damon looks at Stefan, who gives him the OK. Damon grabs Elena's wrist and shoves the corsage onto it.]

Damon: Wow, would you look at that. Aw. Beautiful dress.
Elena: Thank you. I stole it.

[Elena gets into the limo, leaving the brothers to process this statement.]

Klaus' Family Mansion

[Klaus is standing and staring at the fireplace when Caroline's voice calls to him. He doesn't respond.]

Caroline: Klaus? Klaus?? Kl--

[She finally enters the room and sees him.]

Caroline: Hello? Did you not hear me?
Klaus: Of course I heard you, Caroline. I think the whole of Mystic Falls heard you. I'm in no mood for company.
Caroline: Well, I'm sorry that you're having personal issues, but I have a real crisis on my hands. Elena stole my prom dress!

[Klaus finally turns and faces her.]

Caroline: I went to pick it up and the tailor said that somebody else already did. And when I asked who, she said she couldn't remember. [She gives Klaus a significant look but he doesn't respond.] Hello? The vervain is out of the town water supply. She was compelled!

[Klaus starts laughing.]

Caroline: It is not funny.
Klaus: No, I know, I know.
Caroline: Then stop laughing! Look, I know that prom isn't important to you, but it's important to me.
Klaus: Well, surely finding another dress is well within your substantial vampire capabilities?
Caroline: [frustrated and turning on the spot] Oh, but I don't want just another dress. [facing Klaus again] I wanna look hot. Like Princess-Grace-of-Monaco-hot. So...could you please go back into your creepy trophy case of family collectibles and dig me out something of royal caliber?

[Caroline smiles at him winningly, and Klaus smiles back, clearly still amused.]

Mystic Falls High School Prom

[Elena walks the red carpet leading to the prom with a Salvatore on each arm. The path is lined with screens playing slideshows of photographs.]

Damon: Where's the disco ball?
Stefan: Caroline's been working on this for a while. It's a, ah, photo-yearbook of the senior class.

[They stop in front of one of the screens.]

Stefan: Isn't that photo from, ah, the first day of freshman year?

[Elena stops and stares at it - it's a picture of her and Matt smiling.]

Elena: My mom took that when she dropped us off at school.

[Damon nods at Stefan behind Elena's back while she continues to stare at the photo. Slowly it fades into a different picture - Elena and Jeremy, smiling. Elena starts removing her jacket.]

Elena: I'm gonna get a seizure if I keep staring at these screens.

[She walks off quickly. Inside, everyone is dancing. Matt and Bonnie are walking through the crowd together.]

Matt: Why do I feel like we're at a practice run of Caroline's wedding?
Bonnie: Because I think we are.

[They laugh together. Elsewhere, Elena goes to take a sip from a hip flask but Damon swoops in, snatches it from her and proceeds to take a sip.]

Damon: You are underage.
Elena: You're overage, and honestly, it's kind of creepy.
Damon: Oh, come on. What badass senior's complete without a prom date that's slightly too old for high school?

[Elena takes the flask back for a sip.]

Elena: Please don't refer to yourself as my date.
Damon: Oh, I'm sorry. Your...boyfriend. [Elena gives him a look] Something I said?
Elena: [laughing] I'm not doing this.
Damon: You're not gonna deny that I'm your boyfriend, now, are you?
Elena: What are you doing? Trying to stir some feelings in me? Ironic, since you, my sire, are the one who had me turn them off.
Damon: Yeah, well, hindsight is almost a bigger bitch than you.
Elena: You're nothing to me, Damon.
Damon: Really? Then why tell me you're in love with me? Why tell me it's the most real thing you've ever felt in your life?
Elena: I told you I loved you because I was sired to you, and now that I'm not I know that none of it was real. But if you still think that it was, I mean, maybe you're the one who needs help with your emotions, not me.

[Elena leaves Damon looking troubled and runs into Matt and Bonnie.]

Elena: Uh-oh. Friend patrol.
Bonnie: Hey. I know we haven't really talked since...everything. But I just-- I wanna say that I miss you.
Matt: Me too. And we wanna help you.
Elena: What are you gonna do, get me a job at the Grill?
Matt: I don't want you to look back and realize you missed out on the best part of senior year.
Elena: Spare me, Matt. If you had the choice, you would have turned your emotions off the second that Vicki died.
Bonnie: Hey. You shut it off because all you could feel were the horrible things happening to you. You still have friends who love you.
Elena: I thought you were gonna bring Jeremy back, but it turned out you were just a brainwashed crazy-person, so technically you're a walking reminder of all the horrible things that have happened to me.

[Elena leaves them. Bonnie looks tense, struggling to contain herself.]

Bonnie: I need some air.

[She starts to leave.]

Matt: Bonnie, wait.
Bonnie: [shaking her head] Caroline's right. Elena's gone.

[Bonnie leaves and walks outside onto the red carpet. She stops just as a picture of her and Jeremy dancing at the '60s Decade Dance shows up on one of the screens. Suddenly Jeremy appears next to the screen in real life, wearing a tuxedo. Bonnie smiles, her eyes glistening.]

Bonnie: Is this real?
Jeremy: Does it matter? [Bonnie laughs and smiles at him] May I have this dance?

[Bonnie walks over to him and takes his hand. Inside, Elena is laughing with some girl when Stefan pulls her over to dance with him.]

Elena: Let go of me or I will bite you.
Stefan: Oh come on. I'm the one that hates to dance, remember?
Elena: Yeah, and now I finally see why.
Stefan: Hm.

[Across the room, Rebekah and Matt are talking at the punchbowl.]

Rebekah: So, are you and Bonnie, like, a thing?
Matt: We're not a thing, we're friends. So who are you here with?
Rebekah: No one. Go on, I know what you're thinking-- why didn't I just compel myself a date.
Matt: You know, actually, I was thinking, "I wonder if Bonnie wants ice".
Rebekah: Oh. Can I ask you a question?
Matt: Why? Apparently, you already seem to know everything I'm thinking, so...
Rebekah: Do you think that I would make a good human?
Matt: I think that "good" is a hard word to live up to, and I've never seen you do anything remotely good, so...Honestly, no, I don't. I'm sorry.

[Matt leaves Rebekah, who looks hurt by this response. Elena and Stefan are still dancing.]

Stefan: So, you're just here to help Rebekah get the cure, right? On what happens to be the most sentimental night in high school?
Elena: You think this is my cry for help? I'd be happy to show you what a real cry for help sounds like.
Stefan: So this...us. You feel nothing?
Elena: I feel nothing.
Stefan: I don't believe you.
Elena: I don't care.
Stefan: So you don't remember what it used to feel like when we would dance? When my hand would touch your waist?

[Stefan rests his hand on her waist. Elena's expression doesn't change.]

Elena: Nope.
Stefan: Hm. How about this? When our fingers would touch?

[He entwines his fingers into hers. Elena's face is blank.]

Elena: Nothing.
Stefan: And this?

[Stefan dips her down and holds her there a moment.]

Stefan: Does your heart really refuse to remember?

[He pulls her back up. Elena leans in closer to his face and breathes her words onto his mouth.]

Elena: What heart?

[She lets the words stand there for a moment before pulling away and leaving. Across the room, Damon watches and looks none too happy.]

[Caroline finally arrives at the dance in a white shoulderless dress, smiling to see her classmates enjoying themselves. Elena approaches her.]

Elena: So how do I look?
Caroline: Are you kidding me? You look like a back-stabbing bi--

[She stops when she sees Stefan approaching behind Elena. Caroline continues with less fervor.]

Caroline: The dress is beautiful, and it brings out your eyes.
Elena: Thanks. I thought I'd do it a favor.

[Caroline starts to retort but Stefan intercedes.]

Stefan: Caroline, why don't you come dance with me, hm?

[Caroline takes his hand and they move to the dance floor, leaving Elena looking rather smug.]

Caroline: I know you said to kill her with kindness, but can't I just kill her?
Stefan: [smiling] I see you found a dress?
Caroline: It's from Klaus.
Stefan: Mm?
Caroline: Don't ask.
Stefan: You know you have him wrapped around your little finger, right?
Caroline: If I had Klaus wrapped around my finger, then I would be here with Tyler right now. Are you making any progress with the dress thief?
Stefan: I don't know. I think it's affecting me a lot more than it's affecting her.
Caroline: What do you mean?
Stefan: Every time I tell myself that I'm moving on, there's this part of me that just can't seem to shake her.
Caroline: That's normal, Stefan. You guys were in love, and that doesn't go away just because you declare that you're moving on.
Stefan: Well, then how does anyone ever seem to move on?
Caroline: I don't know. I think that someday, you'll meet someone new and you'll fall madly in love, and you'll have moved on without even realizing it.

[Rebekah is talking to April at the voting table for prom court.]

April: I can't just make you prom queen. It is based on votes, and you have approximately none so far.
Rebekah: And you can't just help out a friend?
April: No, I can't. And you can't make me. I drink vervain tea now.
Rebekah: I was not going to compel you.

[Elena vamp-speeds over to them and pins April against the wall by the neck.]

Elena: You can't be compelled, but you can be killed. Rebekah wins prom queen. Got it?
Rebekah: What the bloody hell are you doing?

[Elena releases April, who hurries away.]

Elena: What you were about to do?
Rebekah: I was not going to threaten her.
Elena: Remember that time you tortured me until I told you how to find the cure? You ruined my relationship with Stefan and then you trapped us with a werewolf?
Rebekah: Yeah. So?
Elena: So you're not a good person. You're not gonna win this cure by being yourself. So just stand there and refrain from talking, okay?

[Meanwhile, outside Bonnie and Jeremy are dancing.]

Bonnie: You and me. My senior prom.

[She smiles and laughs a little.]

Jeremy: Do you miss me, Bonnie?
Bonnie: Of course I do.
Jeremy: Do you want this to be real?
Bonnie: Yes.
Jeremy: Then it can be. Bonnie...your magic can bring me back for good. You have the power to do the spell now.

[Bonnie's face falls, then she realizes what's going on. She pushes away from him.]

Bonnie: Oh, my god. You're Silas. Get away from me.

[She starts to run away but Jeremy/Silas grabs her wrist and pulls her back.]

Jeremy/Silas: You need me, Bonnie.
Bonnie: I don't need you. I don't want anything to do with you.
Jeremy/Silas: You have no idea how dangerous you are. If I don't help you, you'll kill yourself.
Bonnie: You're trying to get in my head.
Jeremy/Silas: I'm just asking for your help in return for mine.
Bonnie: Leave me alone.

[She turns and starts walking away.]

Jeremy/Silas: Wake up on fire recently?

[Bonnie stops and turns back to him.]

Bonnie: Did you do that to me?
Jeremy/Silas: Please, Bonnie, let me help you before you hurt somebody or yourself.
Bonnie: You don't care about me. You only care about bringing down the wall to the Other Side, and I won't do it.
Jeremy/Silas: Don't you want to see Jeremy again?
Bonnie: Not like this.

[She leaves.]

Klaus' Family Mansion

[Elijah and Klaus are talking; Elijah has the white oak stake.]

Klaus: Where did you get that?
Elijah: Our baby sister. Once she's human...it'll make no difference to her whatsoever. Take it.

[Klaus takes it with relish but is immediately suspicious.]

Klaus: Why would you give me this?
Elijah: We are immortal apart from the stake. Now that it's yours, you have nothing to fear.
Klaus: Silas will continue to torment me.
Elijah: Well, you've survived endless torments throughout the centuries. You'll shake this. And if you can't, you outrun him.

[Klaus laughs.]

Klaus: Yes, it's that simple. Without the cure, what makes you think I'll spare your beloved Katerina? Or have you figured out you're simply another fly in her web?
Elijah: You will spare her because I am asking you to spare her. As your family, as your only living brother, I would ask that you provide me with this opportunity to feel, to care. To love.

[Klaus closes the distance between them, whispering.]

Klaus: I gave you that opportunity. And you sided against me. So if I run, it'll be to chase her. And as your only living brother, I will make it my cause that you never know a moment of happiness.

[Klaus used the stake to punctuate his words by tapping it on Elijah's chest. Elijah calmly pushes the stake away from himself, looking at Klaus with pity.]

Elijah: It is such a hollow little life that you lead, Niklaus.

[Elijah briefly puts a hand to Klaus' face, then leaves. Klaus is clearly emotionally affected by what Elijah said.]

Mystic Falls High School Prom

[Rebekah sits alone, looking mopey, when Matt approaches her.]

Matt: You haven't seen Bonnie, have you?
Rebekah: She's probably in the bathroom. Every other girl is. And if you haven't noticed, I am sitting here all on my own. So, please, will you put me out of my misery and dance with me?
Matt: I don't think so.

[He starts to walk away and Rebekah stands up.]

Rebekah: Matt, please. This is a girl's worst nightmare. Please?

[Matt finally takes her hand and escorts her onto the dance floor. They talk while they dance.]

Rebekah: I thought about what you said, about being good, and you're right. It won't be easy, but it's worth trying.
Matt: I don't understand why my opinion is so important to you.
Rebekah: Because you're everything that I want to be. You're loyal, honest, kind. People root for you to succeed. Elena even died for you.
Matt: I'm a bus boy, Rebekah, okay? It's not like I'm out saving the world.
Rebekah: But you're human. You're so beautifully human.

[Elsewhere, Damon comes to stand next to Caroline.]

Caroline: Aren't you on "Save Elena" duty?
Damon: I'm taking a little breather.

[Caroline nods, takes a deep breath and exhales.]

Caroline: This prom sucks. This is our last dance together, and it's awful. This is not how I wanted to remember this night.

[Damon offers her the hip flask he's carrying. Caroline looks at it, Damon nods encouragingly, and Caroline takes it.]

Caroline: Thank you.

[She takes a sip and they both sigh one after the other. She hands it back to Damon.]

Caroline: If anyone asks, I'll be at the after-party.

[Damon raises the flask in salute and Caroline leaves. Bonnie approaches Damon.]

Bonnie: We have a problem.

[Cut to a gathering of Bonnie, Damon, Matt, and Stefan.]

Bonnie: It's like Jeremy was there. I could talk to him, feel him.
Stefan: Bonnie, that's what Silas does. You can't let him get to you again.
Damon: Yeah, because you all crazy and brainwashed is just not a good look.

[Several yards away, Elena eavesdrops on the conversation while Rebekah does not use her vampire hearing.]

Rebekah: What am I missing?
Elena: Silas is appearing to Bonnie as my dead brother, which means he still wants her to do the spell.
Rebekah: So? The nice thing about having no feelings is you don't fear your enemies on the Other Side.
Elena: I'm not worried about my enemies. It's people like Alaric...and Jeremy. The Salvatore brothers are annoying enough as it is. Can you imagine if my brother came back to the living? He'd spend every waking hour trying to get my humanity back.

[Elena takes a sip from a glass while April begins to speak from a podium on the stage.]

April: Hey. Okay, the ballots have been tallied, which means it's time to announce this year's prom king and queen.

[Across the room, the four continue talking.]

Stefan: Look, one of us should take her home.
Damon: What? no. She's safer here in public around all these people. There's no way Silas can make everyone see the same thing all at once.
Matt: Okay, in the meantime, how do we look out for a guy that can appear as anyone?
April: All right, your prom king and queen are...Matt Donovan and Bonnie Bennett.

[The crowd cheers as a spotlight shines on Matt and Bonnie. Across the room, Rebekah and Elena talk while the prom king and queen get crowned on stage by April.]

Rebekah: Bonnie Bloody Bennett. Of course.
Elena: Everyone's so worried about Silas, but there's an obvious solution to all of this. He needs Bonnie. He can't do the spell without her. So if you can't kill Silas, kill his witch.
Rebekah: I can't kill anyone. I'm supposed to be human.
Elena: Maybe you can't, but I can.

Lockwood Mansion

[Caroline enters the house carrying brown bags filled with groceries. She sets them down and turns around to see Tyler standing behind her, wearing a suit and holding a bouquet of flowers.]

Caroline: Tyler.
Tyler: I don't think you've ever looked more beautiful.
Caroline: Oh, my god. Tyler.

[She runs to him and hugs him, kisses him briefly.]

Caroline: Oh, you can't be here. Klaus--
Tyler: Can't get in. Matt owns this place now. He had to invite me inside.
Caroline: If Klaus finds out--
Tyler: He won't. You didn't really think I was gonna miss prom, did you? [They laugh and Tyler holds up the flowers.] Here. These are for you. Caroline Forbes, may I please have this dance?

[She nods happily.]

Mystic Falls High School Prom

[Outside the building, Damon stands looking at a picture of Stefan and Elena dancing at the '60s Decade Dance, drinking from his flask. Stefan approaches him.]

Stefan: You looking for Silas or are you waxing nostalgic about misspent youth?
Damon: What happened to you being over it?
Stefan: What do you mean?
Damon: Well, I mean, for a guy who's ready to move on, you seemed pretty convincing as a boyfriend out on the dance floor.
Stefan: I mean, isn't that what we're doing, reminding Elena of what she's lost?
Damon: Like her feelings for you?
Stefan: Yeah. Yeah, maybe.
Damon: Hm.
Stefan: I mean...I don't mean to be a dick, Damon, but Elena and I have a history. Memories, laughs, ups and downs. It was a real relationship. I mean, what you have is just a one-night stand that was probably the result of the sire bond.

[Damon vamp-speeds to attack Stefan, but Stefan stabs Damon in the belly.]

Stefan: Your mind is a very dark and riveting place, Damon.

[Damon falls to his knees in pain, his shirt bloodied with a stake protruding from it.]

Damon: Ugh! Silas. Where's my brother, you psychic freak?
Stefan/Silas: He's in the woods, where I convinced him I was you. He's probably in a bit of pain now, too. The witch is mine. Stay away from her.

[He pats Damon on the arm and Silas leaves. Damon groans, trying to pull out the stake, and falls to the ground.]

[Inside the prom, Matt and Bonnie have their picture taken with their crowns on while April supervises, smiling. Elena watches them, smiling sinisterly. Matt walks away and is intercepted by Rebekah.]

Rebekah: You need to get your queen off the stage.
Matt: I can't really do that right now.
Rebekah: You didn't hear it from me, but Elena's up to something.

[She walks away. Matt watches as Bonnie enters a tented area. Inside it, she removes her crown as Elena enters through a beaded curtain.]

Elena: Congratulations, Bonnie.
Bonnie: What do you want?
Elena: For you to stop being a problem.

[Elena vamps out and snarls, grabbing Bonnie's shoulder, but Bonnie uses magic to give Elena painful aneurysms in her brain. Elena moans in pain, holding her head. Outside the tent, a gust of wind sweeps through the prom, disturbing the attendees. There is loud, piercing microphone feedback and electrical sparks. Matt enters the tent to see Elena collapsing to the floor, still in pain.]

Matt: Bonnie!
Bonnie: Something's happening to me.
Matt: Okay, just relax.
Bonnie: No. I gotta get out of here.

[She leaves the tent. Elena stands up, her hair mussed up. She looks furious. April enters the tent.]

April: What's going on?
Elena: Remember when I told you to make Rebekah prom queen?

[Elena slams April's head onto the table and takes a bite out of her neck.]

Matt: No!

[Elena lets go of April and she falls into Matt's arms unconscious.]

Elena: You should have listened.

[Elena leaves. Matt shakes April, trying to wake her up.]

Matt: April, April, come on, please wake up!  April, come on! Please wake up!

[Rebekah comes in.]

Rebekah: Matt, why did you call--  Oh, my god.
Matt: Can you feed her your blood?
Rebekah: Can't we just call 911 or something?
Matt: She's dying. Please help her!
Rebekah: I can't. If I heal her with my vampire blood, Elijah won't give me the cure and I won't get to be human.
Matt: How is this even a choice right now?  You want to be human?  Prove it, be good, do the right thing and save her life.

[Rebekah hesitates, reluctantly thinking it over.]

[Meanwhile, Damon is walking through the woods outside the prom and hears someone groaning in pain. There is a bloodstain on his shirt on his stomach.]

Damon: Stefan?
Stefan: Yeah. I'm over here. Agh!

[Stefan continues to groan in pain as he pulls a stake out of his belly. Damon crouches down beside him.]

Damon: Let me guess: an extremely handsome man came up to you claiming to be me?
Stefan: Yeah.
Damon: Yeah.

[Elsewhere outside, Silas sees Bonnie walking away.]

Jeremy/Silas: Bonnie, wait.
Bonnie: Get away from me, Silas.
Jeremy/Silas: We can help each other.
Bonnie: This is what you do. You wait until I lose control and then you want to swoop in and save me.
Jeremy/Silas: You really think you have a choice? If you don't let me help you, your Expression will consume you from the inside out.
Bonnie: Get away from me.

[Car alarms start going off in the nearby parking lot as their headlights flicker. Bonnie looks surprised and scared.]

Jeremy/Silas: You didn't try to do that, did you? Your magic is taking on a life of its own. You need help controlling it. Listen to me, Bonnie. Breathe.
Bonnie: I will die before I let you control me again.

[Bonnie's anger manifests further in a gust of wind that carries the leaves up around them.]

Jeremy/Silas: Bonnie, listen to me! Control, Bonnie! Control!
Bonnie: [screaming] Get out of my head!

[Suddenly everything - the car alarms, the winds - stops. Bonnie puts a hand to her head. Silas has disappeared. However, Bonnie doesn't have much time to recover before Elena swoops in and attacks her, biting into her neck. Bonnie yells in pain and falls to her knees, but suddenly Elena stops and starts making choking noises. Elena starts vomiting blood while the wound on Bonnie's neck heals supernaturally fast. Elena continues to choke, Bonnie rises from the ground and uses Expression to break Elena's bones. Elena shouts in pain as Stefan and Damon approach them.]

Stefan: Bonnie, stop. Bonnie.

[Damon crouches down by Elena, who continues to moan in pain.]

Elena: Damon, help me.
Stefan: Bonnie, you're killing her.
Bonnie: I know what I'm doing.
Stefan: That's the magic talking. This is your best friend.

[Elena continues writhing in pain while Damon holds her.]

Damon: Damn it, Bonnie.

[Elena manages to look up at Bonnie, blood dripping from her nose.]

Elena: Bonnie...Please.

[Elena moans for a moment longer then stops. Bonnie has stopped the spell. Elena gasps in relief.]

Stefan: [to Bonnie] You okay?
Bonnie: No, I'm not okay. I almost died. The shell of my best friend almost killed me. None of this is okay!

[She leaves.]

Damon: [to Elena, whispering] I got you.

[He starts to help Elena up but she staggers weakly. Stefan steps in to catch her.]

Stefan: Okay. Hey, whoa.

[Before she has a chance to fully recover, Stefan jabs her with a syringe filled with vervain. Elena falls unconscious into Damon's arms.]

Stefan: Plan "B".

[Meanwhile, just outside the building, Matt puts his jacket over April's shoulders then gets up and walks over to Rebekah, who looks sad.]

Matt: Thank you for saving her.
Rebekah: Elena was right. I should have just stayed home.
Matt: No one has to know what you did. I won't tell anyone.
Rebekah: You'd really do that for me?
Matt: I would. And maybe I was a little harsh earlier. You wouldn't make the worst human.
Rebekah: [smiling] Are you offering me a job as a bus boy? You know, I'd look cute in an apron.
Matt: [smiling back] We'll see. I should probably get April home.
Rebekah: Okay.

[Matt walks over to April.]

Matt: All right, let's stand up.

[They leave just as Klaus walks up behind Rebekah.]

Klaus: Dear sweet April Young. Now, there's a girl with a future.
Rebekah: She was dying, and I acted with human decency. You can't get more human than that.
Klaus: Actually, you can. You can stand idly by as poor April takes her final breath. You can ask, "Why does this always happen to innocent people? Where do the spirits go? Was there anything I could have done?" That is what it means to be human, sister. You give humanity too much credit.
Rebekah: You're gonna tell Elijah?
Klaus: No. No. You are.

Rebekah's House

[Rebekah approaches Elijah.]

Elijah: You're home. And how did our Cinderella fare?
Rebekah: I won't lie. There were complications.

Mystic Falls High School Prom

Klaus: You'll tell him that you cheated, that you failed, that you don't deserve the cure.

Rebekah's House

Rebekah: [smiling] But I passed your test with flying colors.
Elijah: If this is what you truly want...it's yours.

[He hands her the white box. She opens it - the cure is inside.]

Mystic Falls High School Prom

Rebekah: Why is it so hard for you to let me be happy?
Klaus: Because your happiness comes at the expense of my sanity, because I refuse to entertain yet another one of your whims, because you are bored and you're looking for a reason to matter. Thankfully I don't have to waste any more breath fighting you on the subject.

[Klaus begins to leave.]

Rebekah: What does that mean? Nik, what does that mean?

Rebekah's House

Rebekah: I guess it's time that I turned into a pumpkin. Thank you, Elijah.

[She walks away. Elijah's phone starts to ring - it says it's Rebekah. Puzzled, he answers it.]

Elijah: Rebekah?

[The shots alternate between Elijah at Rebekah's house and Rebekah at the prom.]

Rebekah: Elijah, I think Nik's up to something.
Elijah: Where did you go?
Rebekah: I'm still at the prom. Look, don't do anything with the cure until I see you. Something's not right. Elijah? Hello? Elijah, do not take your eyes off that cure.
Elijah: I think it might be a little late for that.

Lockwood Mansion

[Tyler and Caroline are still dancing.]

Tyler: I have to go soon. People will be here for the party, and if anyone sees me...
Caroline: I know. I know. [She kisses him.] Thank you for the best prom ever.

[They kiss again, then Tyler walks away towards the door. Caroline smiles, though looks ready to break at any moment. Outside, Tyler shuts the front door when Klaus appears beside him on the front porch.]

Klaus: Was it worth it? To see her smile, to make her dream night come true? Was. It. Worth it?

[Tyler doesn't respond, but merely stares back at Klaus unblinkingly.]

Klaus: In the shared interest of giving Caroline the night of her dreams...I'm going to allow you 5 seconds before I rip your heart out of your chest. 5...4...3...

[Tyler vamp-runs and disappears.]

Salvatore Boarding House

[Stefan is lying Elena's unconscious form onto the cot in the cell of the boarding house cellar while Damon stands in the doorway.]

Damon: She might not feel much, but she's gonna feel that in the morning.
Stefan: So what's the plan?
Damon: When Bonnie was whaling on her tonight, I could see it in her eyes. Elena thought she was gonna die. She was scared.
Stefan: Fear.
Damon: Last time I checked, one of those pesky human emotions.
Stefan: So Plan "C"...Make her life a living hell.
Damon: You care to talk about our other problem? You know, the one that can be anyone, anywhere, anytime.
Stefan: Silas still needs Bonnie. And if tonight is any indication, she's no pushover. She's not gonna let him manipulate her, not anymore.
Damon: I wouldn't underestimate his talents. He fooled the hell out of both of us.

[They exit the cell and Stefan shuts and bolts the door behind them.]

Damon: What did he say to you anyway?
Stefan: He led me out in the woods, claiming he saw Silas, and then he staked me.
Damon: Hm.
Stefan: How'd he get to you?
Damon: [hesitating] Talked about his hair. Figured it had to be you.
Stefan: Funny.

[Damon starts toward the stairs while Stefan looks through the bars in the door at Elena.]

Damon: You coming?
Stefan: [after a moment of hesitation.] Yeah.

Klaus' Family Mansion

[Klaus enters the room and sees a folded letter propped against a glass decanter with "Klaus" written on the front. He picks it up, turns it over, and sees that it has a wax seal with the letter "K" imprinted on it. He opens it and reads it.]

Katherine: [voice-over] Klaus, I hear Elijah has refused you the cure and in return, you have refused me my freedom. Shame on you both. But while you boys sort out your problems, I have one last thing to offer you. I've caught wind that there is a witch in New Orleans named Jane-Anne Deveraux plotting a move against you. Hunt her down. What she has to say will rattle you so deeply to your core that chasing little old me will be the least of your concerns. It's been a fun five centuries, Klaus, but I've worn down too many good heels running from you. Love, and hate, Katerina.

Old Lockwood Cellar

[Bonnie walks through the dimly-lit cellar, the sound of water dripping breaking the silence.]

Bonnie: Silas? I know it's you. My locator spell worked without using any of your possessions.

[An unfamiliar voice speaks from the shadows.]

Silas: Ah, yes. You're finally acknowledging how powerful you are.
Bonnie: You're not Jeremy anymore. Is this the real you? [silence] Then tell me why you're hiding.
Silas: Call it Qetsiyah's revenge. When she learned that I didn't love her, she used her magic to ensure no woman could ever love me. It should come as no surprise that now I simply want to die.

[Silas has the box containing the cure in his hands.]

Bonnie: And I want you to.
Silas: Even if it means bringing back every dead supernatural being?
Bonnie: Show me your face.

[Silas arises from his sitting place, and emerges into enough light for Bonnie to see him. She is shocked to see his appearance - he looks deformed and monstrous.]

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