Fool Me Once

[Elena groggily awakens. She spots Ben sitting in a chair by the end of the bed, sleeping. She gasps and sits up frantically. Elena looks around for a way out and stares at the front door. She looks from Ben to the door, estimating if she can make it without waking him. Quietly, Elena slides off the bed and slowly steps over Ben's outstretched leg. She slowly backs up to the door, keeping an eye on Ben. Elena unlocks the deadbolt on the door, looking back at Ben occasionally. Elena turns the lock on the door and prepares to open it.]


 * Ben: I wouldn't.

[Elena gasps and spins around. Ben inches towards Elena and uses his compulsion on her.]


 * Ben: Don't try to escape. Don't even move. Do you understand?


 * Elena: I understand.

[Ben scoffs and turns around to get a bottle of blood out of the mini fridge. Elena opens the front door and bolts out, but Anna blocks her escape. Anna grabs Elena by the hair and pushes her back into the motel room.]


 * Anna: Seriously?!


 * Ben: I told her not to move! I did that eye thing that you taught me!


 * Anna: And forgot the lesson about vervain! She dates a vampire, Ben. Duh!

[Anna pushes Elena up against a wall and opens the bathroom door.]


 * Elena: Who are you? What do you want?


 * Anna: Does it matter?

[Anna forcefully pushes Elena into the bathroom and shuts the door. Elena flips the light switch and calmly searches the room for another exit. Elena looks over towards the bathtub and sees Bonnie lying in it, unconscious. Elena rushes over to her.]


 * Elena: Bonnie? [Lifts Bonnie's head up] Oh my god!

[TITLE CARD AND OPENING CREDITS]

Salvatore Boarding House
[Damon is in the study, reading through Emily's grimoire. Stefan enters the room with an anxious look on his face. Damon does not look up at him.]


 * Stefan: Anna took Elena.


 * Damon: Yeah, I got that from your 600 voice mails.

[Stefan strides across the room towards Damon.]


 * Stefan: Damon, all night long, every single street in town, I've been searching. What if your blood hasn't passed out of her system?


 * Damon: Well, then at least you know you'll see her again.


 * Stefan: Please. [Stefan sits down on the sofa, next to Damon.] What do you know? You were with Anna, you must know where's she living. Just tell me where I can find her.


 * Damon: [looks up at Stefan] Nope. You can go. Really.


 * Stefan: You know, all I can remember is hating you. There might have been a time when that was different, but your choices have erased anything good about you. [Damon lays the grimoire down and gives his attention to Stefan.] But see, I also know you have just as much reason to hate me. This all began with me. Katherine got taken away from you because of me. And I'm sorry.


 * Damon: Apology accepted.


 * Stefan: So please, just tell me what you know.


 * Damon: Huh.


 * Stefan: [pleading] It's Elena, Damon. If you know something, tell me.

[Damon stands up and Stefan mimics him, looking at Damon with anxiety.]


 * Damon: I mean this sincerely. [Stefan nods, anticipating his answer.] I hope Elena dies.

[Damon walks past Stefan, leaving the room.]

Motel Room
[Elena wets a cloth in the sink and places it on Bonnie's forehead. Bonnie slowly opens her eyes.]


 * Elena: Bonnie?


 * Bonnie: Elena?


 * Elena: Oh, you're okay!


 * Bonnie: My head...


 * Elena: Come here.

[Elena pulls Bonnie upright.]


 * Bonnie: Oh my god! Ben is a-!


 * Elena: Shhhh.

[Elena gestures at her ear and points toward the door.]


 * Elena: They can hear.

[Elena gets up and turns on the tap. She kneels back down next to Bonnie.]


 * Bonnie: I'm so stupid!


 * Elena: No, he had all of us fooled!


 * Bonnie: What's going on? Why are we here?


 * Elena: It must have something to do with the tomb and Emily's spell book.


 * Bonnie: Spell book?


 * Elena: Damon said it could be used to open the tomb.


 * Bonnie: Why didn't I know about any of this?


 * Elena: I was trying to keep you out of it, hoping it would never come to this.


 * Bonnie: Come to what?


 * Elena: They need a witch to break the spell and let the vampires out.


 * Bonnie: No way!


 * Elena: I know.

[Ben bursts through the door. Elena grabs Bonnie's shoulders protectively. Ben turns the tap off.]


 * Bonnie: You're wasting your time. I'm not gonna help you.

[Ben smiles devilishly and grabs Elena. Bonnie reaches out to try to pull her back, but Ben manages to pull Elena away from her.]


 * Ben: That's why she's here. Motivation for you to behave. You know, you shouldn't be so desperate. You made it too easy.

[Ben pushes Elena out of the room, roughly. Bonnie gets up from the tub. Ben shuts the bathroom door.]


 * Ben: She wants to talk to you.

[Elena stumbles into the motel room. Anna leans against a table, looking at Elena.]


 * Anna: Well, well. Elena Gilbert. You really are Katherine's doppelgänger. You must have the Salvatore boys reeling.


 * Elena: Who are you?


 * Anna: I'm Anna. Your brother may have mentioned me. [says with girlish sarcasm] I mean, we're like, practically dating.

Mystic Grill
[Jeremy is sitting at a table, doing homework. Nearby, Tyler is shooting pool while Matt cleans a table and talks to Tyler.]


 * Tyler: Ten kegs? You know how much damage we could do with ten kegs? Duke's got it all hooked up.


 * Matt: Duke's a douche.


 * Tyler: Yeah, a douche with ten kegs. Aka, my new best friend.

[Jeremy scoffs.]


 * Tyler: What's the problem, Gilbert?


 * Jeremy: Don't have one, Lockwood.


 * Tyler: Yeah, I didn't think so.


 * Matt: Do you ever get bored of it?


 * Tyler: Of what?


 * Matt: Yourself.

[Matt walks off and Jeremy laughs quietly. Tyler looks at Jeremy.]


 * Tyler: Keep laughing, buddy.

[Caroline enters the Grill and walks over to Jeremy.]


 * Caroline: Hey, Jeremy. Where is Elena? I've been texting her and Bonnie all day about Duke's party.


 * Jeremy: Uh, she went somewhere with Stefan.


 * Caroline: [sighs] I am so not going to be one of those girls who disappears just because she has a new boyfriend.


 * Jeremy: Who is Duke?


 * Caroline: Some guy that graduated a couple of years ago. And he throws a party every time he comes home from Duke.


 * Jeremy: Wait, Duke goes to Duke?


 * Caroline: His real name's Bob or something. [Jeremy laughs quietly.] He's a total ass. But he buys the beer. You know, you should come.


 * Jeremy: Uh, yeah, I - I don't think so.


 * Caroline: No, seriously. Everyone goes. Even quiet loner little brothers. [Caroline sees Matt.] Think about it.

[Caroline walks up to Matt.]


 * Caroline: Hey!


 * Matt: Hey.


 * Caroline: So, I have a speech. It is fully scripted and well-rehearsed. Are you ready for it?


 * Matt: You wrote a speech?


 * Caroline: Yes. It's a "You kissed me and I don't want things to be weird" speech. It's preemptive.


 * Matt: [chuckles] Preemptive?


 * Caroline: Yeah, you know, in case you were having second thoughts or regrets, or were, like, ooged out-


 * Matt: Ooged, huh?


 * Caroline: Can I just get on with the speech part?


 * Matt: Yeah, go for it.


 * Caroline: So I know that you don't think that this is going to work out between us. I just want to let you know that right here and right now, I'm offering you an out. Like an escape clause.


 * Matt: Why are you giving me an escape clause?


 * Caroline: I don't wanna make assumptions about what it is we're doing here.


 * Matt: Got it.


 * Caroline: So, if you would like to exercise it, just let me know.


 * Matt: I'm good, but thanks.


 * Caroline: Okay. Good.


 * Matt: Yeah.


 * Caroline: So, see you for Duke's tonight.


 * Matt: Yeah.

[Matt smiles and gets back to work. Caroline laughs happily.]

Sheila's Residence
[Damon knocks on the front door. Sheila opens it.]


 * Grams: Yes?


 * Damon: Hi there. I'm, uh, looking for Bonnie.


 * Grams: She's not here.


 * Damon: Oh, well do you know when she-


 * Grams: Never.


 * Damon: [chuckles] You have quite an opinion for someone who doesn't know me.


 * Grams: You got some nerve knocking on a Bennett witch's door and asking her for anything.


 * Damon: What'd I do?


 * Grams: Spirits talk, Mr. Salvatore, and so does my granddaughter. You are no friend to us. Now get off my porch.

[Damon takes a step closer to Sheila.]


 * Damon: Step outside and say that.

[Sheila stares at Damon. Suddenly, Damon groans and holds his head which feels like it's exploding. Damon starts to back and Sheila steps out onto the porch.]


 * Grams: I am not Bonnie. You don't wanna mess with me.

[Sheila goes back into her house and slams the door shut, breathing heavily as she leans against the front door.]

Motel Room
[Anna peers out the curtain, looking outside.]


 * Elena: Bonnie's not gonna open the tomb.


 * Anna: Oh, I think she will.


 * Elena: Do you really want Katherine out that bad?

[Anna looks over at her.]


 * Anna: Trust me. No one I know wants to see that girl again. Except Damon, the lovestruck idiot.


 * Elena: Then what is it? Or who is it?


 * Anna: My mother's in there. [Anna walks closer towards Elena.] Katherine couldn't help herself. She just had to toy around with both of the Salvatore brothers. And when she got caught, so did my mother. I watched Jonathan Gilbert take her away.


 * Elena: [sincerely] I'm sorry.


 * Anna: You really mean that, don't you? [chuckles] Yeah, I think we'll skip the dead mom bonding so you can start serving a purpose.


 * Elena: Which is what?


 * Anna: Leverage. This belong to you?

[Anna holds up Elena's phone. Elena tries to grab it from her, but Anna pulls it away.]


 * Anna: Ah-ah!

[Anna walks across the room, dialing a number on the phone. The phone rings and Stefan picks up from the other end, at the Salvatore House.]


 * Stefan: Elena? Are you okay?


 * Anna: She's fine. For now. Tell me you have the grimoire and she'll stay fine.

[Damon enters the room, leaning against the door frame of the study in the Salvatore house.]


 * Stefan: I can get it.


 * Anna: Which means your brother has it. And I have the witch. So one of you had better meet me in the very public town square in 30 minutes so we can safely discuss how fun it's gonna be to work together.

[Anna hangs up. Stefan does the same and looks back at Damon.]


 * Damon: Go ahead. Grovel again. Oh, wait no...I don't care.

[Damon leaves the room.]

[Anna knocks on the bathroom door]


 * Anna: I'm leaving.

[Ben opens the door to the bathroom and leads Bonnie out.]


 * Anna: Keep them buttoned down. Compulsion won't work. Just use violence.


 * Ben: Right. I got that.

[Anna leaves. Ben pushes Bonnie onto the bed.]


 * Ben: Sit. Behave. [to Bonnie] So you're the key to this. Literally. The one who opens the door. Tell me, how long have you been a witch?


 * Elena: Is there anything to drink here?

[Ben gets up and walks over to Elena.]


 * Ben: Are you offering? There's water on the night stand.

[Elena picks up the glass of water and starts to take a drink.]


 * Bonnie: Hey. Can I have a sip?

[Elena pulls the glass away from her mouth, understanding what Bonnie plans on doing. She hands over the glass. Bonnie takes it and tosses the water on Ben. Bonnie turns the water into flames. Ben yells and pats the flame down on his arm. Elena and Bonnie get up and run to the door. Bonnie makes it to the door and opens it, ready to run out, but Ben grabs Elena before she is able to make it out.]


 * Ben: Come back in! Shut the door!

[Bonnie slides back into the room.]


 * Bonnie: Don't hurt her!


 * Ben: Don't make me!

[Bonnie shuts the door behind her.]


 * Ben: Lock it!

[Bonnie deadbolts the door.]

Town Square
[Anna is walking through the Town Square. Jeremy sees her from the Grill and runs over to her.]


 * Jeremy: Anna! Hey-uh, what happened to you last night?


 * Anna: Sorry, I had to leave. I told your sister to tell you.


 * Jeremy: I haven't seen her.


 * Anna: Well, I gotta run, so-

[Anna turns to leave.]


 * Jeremy: Hey, do you wanna go to a party tonight?


 * Anna: Go to what?


 * Jeremy: Oh, the guy who's throwing it is a total douche, but it's supposed to be fun. I figured, you know, safety in numbers.


 * Anna: [chuckles] So, you're finally ready to go out with me, are you?


 * Jeremy: It's been a while since I've been to a party, and I kind of want to get back out there. And not be such a - a loner. And, uh, I like you. You're fun, and you're also kind of strange and lurky but, uh, I guess I like that, too. So, yeah, you should come to the party. With me. It's in the woods by that old cemetery.


 * Anna: Oh. It's there, huh? That sounds cool. Uh, I'll meet you.


 * Jeremy: Oh. Okay! Great.

[Anna starts to walk away. Jeremy watches her.]


 * Jeremy: Cool.


 * Anna: Okay.

[Anna looks glances back at him and Jeremy leaves. Anna sits down on a bench, waiting and looking around. Suddenly, Damon appears next to her, sitting on the bench.]


 * Damon: Got a hot date or are you just plan on nabbing the entire Gilbert family?


 * Anna: A party, right next to the old cemetery. Isn't that nice of them? Lots of warm bodies for starving vampires.


 * Damon: I told you. I work alone.


 * Anna: Yeah, so do I. But your minus a witch and I'm minus a spell book. So what do you say?


 * Damon: Stefan will come after you, you know that. For messing with Elena.


 * Anna: Then he won't be to happy if I kill her when I don't get what I want.

[Anna gets up and starts to walk away. Damon scrunches up his face and sighs.]


 * Damon: When do you want to do this?

[Anna smiles and turns around, laughing at Damon.]


 * Anna: God, it's like 1864 all over again. You Salvatores are truly pathetic when it comes to women. Tonight. After sundown. Meet at the church.

[Anna leaves.]

Motel Room
[Elena and Bonnie have resumed their seats on the beds. Ben paces in front of them.]


 * Ben: Witches don't have eternal life, right? So you guys can die.


 * Bonnie: Yep. We can die.


 * Ben: Ah. That sucks.

[All of a sudden, Stefan kicks the door in. Ben screams as the sunlight starts to burn his skin. Stefan rips the curtain open, allowing more sunlight to pour in. Ben hides in the dark between the two beds.]


 * Elena: Stefan!

[Bonnie and Elena get up and dash out the door.]


 * Stefan: Let's get outside!

[Stefan walks over to Ben, looking down at him.]


 * Stefan: When the sun goes down, leave town. If I ever see you again, I will kill you.

[Stefan leaves.]

Sheila's Residence
[Bonnie and Sheila sit at a table, conversing.]


 * Bonnie: How did you know where we were?


 * Grams: Many things can fuel a witches power. Worry. Anger. After Stefan told me they had taken you, I had a lot of both. Simple locater spell was easy after that.


 * Bonnie: I'm sorry. About all of this.


 * Grams: [with a smirk] Not as sorry as they're gonna be.

[Stefan and Elena enter the room.]


 * Elena: So what do we do now?


 * Stefan: Well, for now, you need to stay here.


 * Grams: A prisoner, in my own home? I don't think so.


 * Stefan: I can't protect you if you leave the house.


 * Grams: We'll protect ourselves.


 * Elena: We need to let him have Katherine back. He's not going to stop until he gets her. If we help him, maybe that ends it.


 * Bonnie: No! He doesn't deserve to get what he wants.


 * Elena: What other choice do we have?

[Elena looks up at Stefan.]


 * Grams: Witches being pulled down by vampire problems. As much as we tried to do to stay out of it. I'll open the tomb. You get your brother's girl and destroy the rest with fire. Then this will be all over.


 * Stefan: We still have to get Damon to agree.


 * Elena: He already agreed once.


 * Stefan: Yeah, and then we double crossed him. So now he's angry.


 * Elena: He's hurt. There's a difference. I think I know what I have to do.

[Elena and Stefan exchange looks.]

Motel Room
[Anna walks back up to the motel room. She sees that the door is wide open and Elena and Bonnie have escaped.]


 * Anna: You've got to be kidding me.

[Anna walks in and looks over at Ben, who is still crouched between the two beds, his hoodie over his head.]


 * Ben: It was Stefan. There was nothing I could --

[Anna holds her finger up at him.]


 * Anna: Shut up! Stop talking. [She rubs her face with her hands and sits down in a chair.] Without the witch, we don't have Damon or the grimoire. Damon's not gonna stop. He'll find a way in. And we're gonna be there when he does.

Salvatore Boarding House
[Damon puts on his jacket, preparing to leave. Elena enters the room and removes her scarf. Damon looks up at her.]


 * Damon: I'm gonna have to change the locks. You stage a jailbreak?

[Damon picks up the grimoire.]


 * Elena: Stefan.


 * Damon: Ah, brother. Ever the white knight.


 * Elena: I convinced Bonnie to help you.


 * Damon: I doubt that.

[Elena walks around the edge of the study towards the stairs, leading to the sunken part of the room where Damon is.]


 * Elena: I'm not gonna say that I'm sorry we got the grimoire without you last night, because I'm not really.


 * Damon: Well, at least you're honest.


 * Elena: I was protecting the people I love, Damon. But so were you, in your own, twisted way. And as hard as it is to figure, we're all on the same side, after the same thing.

[Elena descends the stairs.]


 * Damon: Not interested.

[Damon starts to leave.]


 * Elena: Yes you are, because you were willing to work with us yesterday.


 * Damon: [turns around] Fool me once, shame on you.


 * Elena: Okay, when we were in Atlanta, why didn't you use your compulsion on me?

[Damon places the grimoire on a table and walks towards Elena, crossing his arms.]


 * Damon: Who's to say I didn't?


 * Elena: You didn't. I know you didn't. But you could have. You and I...we have something. An understanding. And I know that my betrayal hurt you, different from how it is with you and Stefan, but I'm promising you this now, I will help you get Katherine back.


 * Damon: [groans, unconvinced] I wish I could believe you.

[Elena unclasps her necklace, takes it off, and holds it in her hand, showing it to Damon.]


 * Elena: Ask me if I'm lying now.

[Elena places the necklace down on a table and waits for Damon to respond.]


 * Damon: You know Anna won't stop, by the way, no matter what I do.


 * Elena: Then we'll deal with it.

[Damon picks up Elena's necklace and clasps it back around her neck.]


 * Damon: I didn't compel you in Atlanta because we were having fun. I wanted it to be real. I'm trusting you. Don't make me regret it.

[Damon walks away.]

The Woods
[Elena and Damon arrive at the party in the woods and see over a dozen students drinking and chatting.]


 * Elena: The Duke party. I forgot. I hope they stay clear of the church.


 * Damon: Your hope, not mine.

[Matt and Caroline walk up to them.]


 * Matt: Elena, hey!


 * Caroline: Elena! Oh my God, where have you been?

[Caroline intertwines her fingers with Matt's. Elena acknowledges this action.]


 * Damon: Long story, no time to tell it.


 * Caroline: I wasn't talking to you.


 * Damon: Sure you were.


 * Matt: We haven't met. I'm Matt.

[Matt holds out his hand for Damon to shake.]


 * Damon: Matt, there's a reason we haven't met. You and I are going that way.

[Damon grabs Elena's arms and starts dragging her away. Elena looks back at Matt and Caroline as she's being pushed along.]


 * Elena: Ah, I'm sorry, guys.

[Matt and Caroline watch them go.]

[Stefan climbs up from the tomb with a shovel in hand.]


 * Stefan: Cleared the debris away. Set the torches like you asked. We can get down now.

[Stefan places the shovel against a rock. Cans of gasoline lie near by and Bonnie looks at them.]


 * Bonnie: What is that?


 * Stefan: It's everything I need to destroy them.

[Stefan hands Sheila a flashlight.]


 * Grams: Are you sure that Damon will come back with her?

[Damon whistles. They turn and look at him.]


 * Damon: Brother. Witches.

[Damon strides past them with the grimoire, Elena trudging along behind him. Damon descends the stairs into the tomb. Elena walks over to Stefan.]


 * Stefan: Everything okay?


 * Elena: I just want to get this over with. Are we ready?


 * Bonnie: I guess so.

[Back at the Duke party, Tyler and another guy are engaging in a beer chugging contest. Tyler wins and slams his cup down on the ground.]


 * Tyler: Done!

[Jeremy arrives at the party and Tyler spots him.]


 * Tyler: I'll be right back. [He walks over to Jeremy] Hey man, uh, you got any weed?


 * Jeremy: Wait, you're kidding me, right? You act like a total dick every time we cross paths, and - and now you wanna party with me?


 * Tyler: Lighten up, Gilbert. I'm just asking you a question.


 * Jeremy: Look, I don't get you man.


 * Tyler: It's a party. You're a partyer. There's no need to psychoanalyze it.


 * Jeremy: I don't party anymore and even if I did, it wouldn't be with you.

[Tyler starts to walk away.]


 * Tyler: No problem. Carry on just standing there. By yourself. All alone. The enemy of fun. Do you even have any friends?

[Tyler turns around and walks off. Jeremy turns around and Anna has suddenly appeared behind him. Jeremy is startled, but chuckles.]


 * Jeremy: Thank God.


 * Anna: Weird hello but, okay. What's the matter?


 * Jeremy: Uh, nothing. Nothing, just....

[Anna crosses her arms over her chest and looks at Jeremy, unconvinced.]


 * Jeremy: It's- nothing.


 * Anna: Come on, let's walk.

[Jeremy and Anna walk off with their arms around each other.]

Church Ruins
[Sheila is lighting the torches at the tomb. Bonnie stands next to her and Stefan, Damon, and Elena watch from the entrance.]


 * Grams: Air. Earth. Fire.


 * Bonnie: Water.

[Bonnie holds up a water bottle and Sheila takes it, sprinkling the water on the floor.]


 * Elena: That's it? Just water from the tap?


 * Grams: As opposed to what?


 * Elena: I just figured maybe it would have to be blessed or mystical or something.

[Sheila smirks at Elena. Damon pulls out a blood bag and unravels it.]


 * Stefan: What's that?


 * Damon: It's for Katherine. Gotta have something to get her going. Unless your girl's offering a vein to tap. [He looks back at Elena, who looks at him, unamused. Stefan sighs and Damon whispers his next sentence to him.] Admit it - you can't wait to get rid of me.


 * Stefan: [chuckles] I can't wait to get rid of you.


 * Damon: Hmm.

[Bonnie looks up at them from the ground.]


 * Bonnie: We're ready.

Woods
[Jeremy is leaning against a tree. Anna is standing in front of him.]


 * Anna: This place is wild.


 * Jeremy: You kinda like dead people, huh?


 * Anna: I'm strange, remember? You okay?


 * Jeremy: Uh, yeah. Yeah. This place makes me think about someone.


 * Anna: A dead someone?


 * Jeremy: No, no, just...someone I used to know. So, uh, hey, [chuckles] we made it all of what, 37 minutes, in that party?


 * Anna: [smiles and laughs] Not your scene?

[Jeremy pushes himself into a standing position.]


 * Jeremy: I'm not really sure what my scene is anymore. So what do you say? You, uh, you wanna be part of my non-scene?


 * Anna: I would happily be a part of your non-scene, except, uh, I'm leaving.


 * Jeremy: Wait, what?


 * Anna: Yeah. My mom and I are moving away.


 * Jeremy: Oh. Uh- that's--that's a bummer.


 * Anna: Yeah?


 * Jeremy: Well, yeah.


 * Anna: So, guess this is goodbye.


 * Jeremy: I guess it is.

[Jeremy and Anna lean into each other and kiss. Anna pulls away, her face transforming. Jeremy looks at her, alarmed.]


 * Jeremy: Anna, your face!

[Anna turns around]


 * Anna: It's nothing.


 * Jeremy: It didn't look like nothing.

[Ben hits Jeremy from behind. Jeremy falls to the ground, unconscious.]


 * Anna: [sighs] You didn't have to hit him that hard.


 * Ben: Yes, I did.


 * Anna: Grab him and lets go. I'm taking him to meet my mother.

[Matt is leaning against a tree with a beer in his hand. Tyler sneaks up and swipes the beer out of his hand.]


 * Tyler: Swoop!

[Tyler takes a drink.]


 * Matt: Hey!


 * Tyler: Aah. Where's your date?


 * Matt: Who knows?


 * Tyler: Aww, is the honeymoon over already?


 * Matt: Maybe.


 * Tyler: After all that grief you gave me about liking her. I figured it would have lasted longer than five minutes.


 * Matt: Look, I just -- I don't know if I can do the whole public couple thing. She -- she seems like she might be a little clingy.


 * Tyler: Well, good. I need my boy single anyway. [pats Matt's arm.] Ohh, incoming.

[Caroline approaches them with a smile.]


 * Caroline: Hey! There you are.


 * Matt: Here I am.


 * Tyler: Yeah, well, I'm not drunk enough. So I'm just gonna go get another beer.

[Tyler walks off.]


 * Caroline: So...


 * Matt: So.


 * Caroline: I have another speech.


 * Matt: Okay.


 * Caroline: The hand thing, with Elena, it was lame. Well, I was lame. And, hey, your feelings for Elena aside, Damon was there, and he was always such a jerk to me. And I wanted to show off that I was with a good guy. So, anyway, I was lame. So, forgiven?


 * Matt: Yeah, of course. Yeah.

[Caroline smiles, relieved.]

Church Ruins
[Bonnie and Sheila are reciting a spell at the tomb, their eyes shut and hands interlocked.]


 * Damon: What are they saying?


 * Stefan: Sounds Latin.


 * Elena: I don't think it's Latin.

[After a few more seconds of the witches reciting the spell, the torches flare up. Elena grabs onto Stefan's arm.]


 * Elena: What's happening?

[The door to the tomb creaks open. Sheila and Bonnie stop chanting and look up.]


 * Bonnie: It worked!


 * Grams: Of course it worked.


 * Damon: [to Stefan] We have some fires to build.


 * Stefan: [looks back at Elena, gently touching her shoulder] I'm gonna go get the gasoline, I'll be right back.

[Elena nods and Stefan ascends the stairs out of the tomb. Damon looks from Bonnie and Sheila to Elena.]


 * Damon: You ready?


 * Elena: What?


 * Damon: [to Sheila and Bonnie] You think I'm gonna go in there by myself so you can seal me in?

[Damon grabs Elena.]


 * Grams: Don't take her in. I'll bring the walls down.


 * Damon: You'll bring the walls down if I don't. You think I trust you?


 * Grams: As much as I trust you.


 * Elena: Enough. Both of you. Look, he needs leverage. He needs to know that you're not going to shut the door when he gets inside. I get it. I'll go.

[Damon grabs a torch from the circle.]


 * Damon: May I?

[Elena nods at Sheila and Bonnie, reassuringly, and follows Damon into the tomb.]

[Stefan runs over to the gasoline and starts to gather the cans up. Suddenly, someone speaks to him.]


 * Ben: Dark down there?

[Stefan straightens up, looking at Ben. Jeremy, unconscious, lies at Ben's feet.]


 * Stefan: Thought I told you to leave.


 * Ben: I considered it. Then I thought, screw you.


 * Anna: Hey, hero. [Stefan turns around and sees Anna] I'm going down there to get my mother.


 * Stefan: I can't let you do that.


 * Anna: Well, Ben's about to make a main course out of Elena's little brother. So, you can stop me or him. Your choice.

[Anna vamp-runs into the tomb.]

[Damon and Elena are down in the tomb, searching for Katherine. They hear whispers throughout the tomb.]


 * Elena: What is that?!


 * Damon: They can sense you. Now, where is she?

[Damon walks away, leaving Elena behind.]


 * Elena: Damon!

[Anna descends the stairs into the tomb. Bonnie looks over at her.]


 * Bonnie: Hey, you're not going in there!


 * Anna: You think you can stop me?


 * Grams: Bonnie...

[Bonnie steps aside. Anna grabs a flashlight from the ground and runs into the tomb. Bonnie turns and looks at Sheila, angered.]


 * Bonnie: Why did you let her go in?


 * Grams: Because she isn't coming out, baby. None of them are.

[Above the tomb, Stefan and Ben are in a tense conversation.]


 * Stefan: Do you really think that she cares about you? Hm? You're disposable.


 * Ben: I don't care. She already gave me what I want.


 * Stefan: Are you going to say "eternal life"? You really that stupid?

[Ben moves closer towards Stefan.]


 * Ben: You know, I've heard about you. You don't feed. You're not strong enough to beat me.

[Ben rushes at Stefan. Stefan thrusts his arm, easily knocking Ben to the ground. Stefan picks up the hose connected to the gasoline can. Ben gets up and looks at Stefan.]


 * Ben: Is that all you got?


 * Stefan: No. I got this.

[Stefan ignites the torch and sets Ben on fire. Ben screams and flails around, before finally falling to the the ground, dead.]

[Back in the tomb, Elena is still searching for Damon.]


 * Elena: Damon? [whispers] Damon!

[Elena continues to hear the whispering around her. Startled, she falls but quickly gets back up. Her flashlight beam lands on one of the mummified vampires. As she walks around the room, she sees more and more vampires. Panicked, Elena  falls down next to one of the mummified vampires, her beam lands on him and she gasps in shock. The vampire's eyes open and are bloodshot with hunger. Elena screams loudly and gets up, looking around for an exit. Her beam of light lands on Anna who is standing right behind her.]

[Stefan walks back down into the tomb and looks around.]


 * Stefan: Where's Elena?


 * Bonnie: Damon took her inside.


 * Stefan: What?!

[Stefan runs towards the entrance of the tomb. Sheila grabs his arm.]


 * Grams: Stefan! If you go in there, you won't come out.


 * Stefan: What did you do?


 * Grams: Opening the door didn't remove the seal, it just opened the door.


 * Stefan: What's the seal?


 * Grams: Some seals keep vampires from entering. This one keeps them from coming out.


 * Stefan: Elena's human. She can leave. Anna and Katherine can't. Damon can't. You were never planning on breaking the spell, were you?


 * Grams: I told you. I will protect my own. Elena can get out. That's all that matters.

[Anna steps towards Elena, shining her flashlight on her.]


 * Anna: You must have a taste for it. You scream and shriek and even bother to escape, but then you just come right back to it.

[Elena walks backwards and bumps into Pearl. Anna sees her mother and kneels down next to her, caressing her arm.]


 * Anna: Mother! Mother. Your boyfriend did this, you know.


 * Elena: His father did.

[Anna stands up and faces Elena.]


 * Anna: And Jonathan Gilbert. I made a choice a long time ago that it would be Gilbert blood that brought her back to life. I had Jeremy all ready to go but....

[Elena gasps and turns around, bolting from the room, but Anna vamp-runs in front of her, grabs Elena by the wrist, and bites down. Elena screams loudly.]

[In the ante-chamber, Stefan hears Elena's screams echo through the tomb. Stefan dashes into the tomb. Bonnie chases after him.]


 * Bonnie: Stefan! [Sheila blocks Bonnie from entering the tomb.] You can't just leave him in there, Grams!


 * Grams: He made his choice!


 * Bonnie: No. Here. [She picks up the grimoire and looks desperately at her Grams.] Just show me what to do. I'll do it.


 * Grams: We are not strong enough. Even if we were able to bring the seal down, there's no guarantee that we could get it back up again.


 * Bonnie: You said it yourself, many things can fuel a witches power. Help me or I'll do it alone.

[Anna pushes Elena down on the ground, across Pearl's lap, and holds Elena's wrist up to her mouth. Elena struggles, but Pearl, smelling the blood, begins to drink.]


 * Elena: No, please don't!


 * Anna: [to Pearl]  I'm gonna get you out.

[Stefan runs in.]


 * Stefan: Let her go!

[Stefan grabs Anna and pushes her aside.]


 * Anna: No!

[Stefan grabs Elena and pulls her up, pushing her towards the exit.]


 * Stefan: Go. Go. I'm right behind you.

[Stefan blocks Anna from chasing down Elena.]


 * Pearl: Anna.

[Anna rushes to her mother's side, caressing her face in her hands and crying happily.]


 * Pearl: Annabelle.

[Bonnie and Sheila are looking through the grimoire when Elena exits the tomb.]


 * Bonnie: Elena, Stefan...


 * Elena: He's right behind me.

[Bonnie and Sheila look at the entrance to the tomb. Elena turns around and sees Stefan standing in the doorway. Elena walks up to him, worried.]


 * Elena: Stefan, what are you doing?


 * Bonnie: It's gonna be okay. We'll fix it.


 * Elena: What is it?


 * Stefan: I can't.


 * Elena: Can't? Can't what?


 * Bonnie: The spell's still up. We can't get them out yet.


 * Elena: You went in there not knowing if you could come back out?

[Stefan looks down, not answering.]


 * Elena: Oh, my God.


 * Stefan: I heard you scream.


 * Elena: We can't leave him in there. We promised him. Both of us.


 * Stefan: I know.


 * Grams: Even if we're able to break through the seal, we won't be able to hold it for long.

[Stefan goes back into the tomb to find Damon.]

[Damon is still searching the tomb for Katherine. Frustrated, he kicks the dirt on the floor.]


 * Damon: She's not here.

[Stefan walks up to Damon.]


 * Stefan: Damon.


 * Damon: She's not here.


 * Stefan: What?

[Damon pulls out the blood bag.]


 * Damon: She's not here!

[Damon throws the blood bag at the wall. The blood splatters across it. Damon looks at Stefan with anguish.]

[Sheila and Bonnie are reciting the spell to lift the seal as Elena circles around them. The torches flare up and Elena looks towards the tomb.]


 * Elena: I think it's working.

[Anna exits the tomb with Pearl, who is still weak.]


 * Anna: I just wanted my mother back. Jeremy's fine. He's outside. I won't touch him.

[Anna and Pearl leave. The torches begin to falter.]


 * Grams: Bonnie, keep going! [to Elena] They better hurry.


 * Elena: Stefan, they can't hold it much longer!

[The torches extinguish themselves. Bonnie looks faint and Sheila doesn't look much better. Elena runs back into the tomb.]


 * Stefan: Damon, we need to get out of here.


 * Damon: It doesn't make sense. They locked her inside.


 * Stefan: If we don't leave now, we're not getting out.


 * Damon: How could she not be in here?


 * Stefan: It's not worth spending all of eternity down here. She's not worth it!


 * Damon: No!

[Damon angrily pushes Stefan away. Elena rushes into the room.]


 * Elena: Damon! Please.

[Damon, Stefan, and Elena leave the tomb.]

[Bonnie and Sheila are still chanting the spell to keep the seal down. Bonnie stops for a moment, gasping for air and keeling over.]


 * Bonnie: Oh my God. I can't!


 * Grams: Yes, you can.

[They continue chanting. Damon exits the tomb first, followed by Elena, who turns around and embraces Stefan when he exits. The door to the tomb closes and the torches die out.]

[At the party in the woods, Caroline is talking with a group of friends, she looks over at Matt, who is leaning against his truck and they smile at each other. Caroline walks over to him.]


 * Matt: Is this for real?


 * Caroline: Is what for real?


 * Matt: You being all cool and honest and open?

[Caroline walks a step closer to Matt.]


 * Caroline: Speech number three? I want this to work. And I'm scared that you're gonna change your mind and you're not gonna want it. I don't want to mess it up.


 * Matt: I don't want to mess it up either.

[They place their foreheads together]

[Stefan and Elena exit the tomb and run over to Jeremy, who is waking up.]


 * Stefan: He's okay.

[Elena and Stefan kneel down next to Jeremy, who groans.]


 * Stefan: He's all right.

[Damon exits the tomb, looking completely miserable. Elena gets up and walks towards him. She wraps his arms around him and places her head on his shoulder.]


 * Elena: I'm sorry.

Sheila's Residence
[Sheila walks unsteadily to her room. Bonnie gently grabs her arms to guide her.]


 * Bonnie: Hey, let me help you.


 * Grams: Oh, I'm fine. You don't need to coddle me, baby.


 * Bonnie: It was a big spell, Grams. I could tell it took a lot out of you.


 * Grams: I'll be fine.

[Sheila continues to walk unsteadily towards her bed as Bonnie looks on with worry.]

Gilbert Residence
[Elena carries a glass of water and an Aspirin into Jeremy's room and hands it to him.]


 * Elena: How's your head?


 * Jeremy: Uh- it's alright. I just....I wish I knew how I passed out. I didn't drink that much, I swear.


 * Elena: And you don't remember anything?


 * Jeremy: The whole things pretty cloudy. I just...I know how this looks. I'm -- I'm sorry.


 * Elena: No, Jeremy, don't be sorry. You didn't do anything, okay?


 * Jeremy: Yeah, okay.


 * Elena: I've got to head on over to Bonnie's for a little bit, but is there anything that you need?


 * Jeremy: No, I'm just...I'm gonna crash.


 * Elena: Okay, well, Jenna's here and I'll be back soon.

[Elena leaves. Jeremy gets up from his bed and goes to his computer. He googles the word "Vampire."]

Motel Room
[Pearl and Anna go back to the motel room. Anna turns on the light and gets a shock when she sees Damon sitting in a chair in the corner of the room.]


 * Damon: You knew Katherine wasn't in there.


 * Anna: You wouldn't have helped me.

[Damon vamp-runs at Pearl and grabs her by the throat.]


 * Anna: No! No!


 * Damon: Why do you get a happy ending?

[Anna rushes towards him.]


 * Anna: Damon, please! You wouldn't have helped me, you know you wouldn't have!

[Damon grabs a hold of Anna, restricting her movement.]


 * Damon: Why do you get it and I don't?


 * Pearl: The guard. The one at the church. The one who locked us in. She promised to turn him. He was obsessed with her. She had him under her spell, like everybody else. He let her go.

[Damon releases Anna and Pearl. Anna wraps her arms around Pearl and looks up at Damon.]


 * Anna: Last I saw her was Chicago, 1983. She knew where you were Damon. She didn't care.

[Damon is utterly hurt by this new piece of information.]


 * Anna: Sorry.

[Anna embraces Pearl while Damon leaves the motel room.]

Sheila's Residence
[Elena is at Sheila's house, talking on the phone with Stefan, who is at the Salvatore house.]


 * Elena: I just got to Bonnie's.


 * Stefan: Everything alright?


 * Elena: Yeah. How's Damon? Is he gonna be okay?


 * Stefan: I don't know. Can I call you later?


 * Elena: Yeah, of course.

Salvatore Boarding House
[Stefan walks into the parlor. Damon is sitting down, staring blankly at the fire. Stefan sits down next to him. They sit together in silence.]

Sheila's Residence
[Bonnie enters Gram's room carrying a cup of tea for her]


 * Bonnie: Here you go, Grams.

[Bonnie places the tea on the nightstand and pulls the covers up over Sheila. She looks down at her Grams and gets the feeling that something is wrong.]


 * Bonnie: Grams?

[Bonnie sits down on the bed and starts to shake Sheila.]


 * Bonnie: Grams! Grams, wake up! Grams! Grams! [sobbing] Elena!

[Elena dashes into the room, looking bewildered.]


 * Bonnie: Help! Wake up! She's not breathing! She's just not breathing! Please, wake up!

[Elena runs out of the room and grabs the phone, dialing 911. Bonnie gets up as well.]


 * Bonnie: I'm gonna fix it! It's okay, I can fix this!


 * Elena: Yes, I need an ambulance to Oak Street. It's an emergency, quick.

[Bonnie grabs the grimoire and flips through the pages, trying to find a spell to bring her Grams back. Elena walks back into the room and gently grabs Bonnie's shoulders.]


 * Elena: Bonnie....Bonnie.


 * Bonnie: No! No! I can fix it! Grams, I can fix this!


 * Elena: Bonnie! Bonnie! Bonnie.

[Bonnie continues to sob as Elena wraps her arms around Bonnie, trying to comfort her.]

Church Ruins
[Down in the tomb, the blood bag that Damon threw drips down from the wall. A vampire sits below the pool of blood on the wall and it drips down towards him. The vampire gets up, opens the door of the tomb, and is able to walk out. He looks up at the ceiling, finally free.]