- When a confused and desperate Caroline leaves the hospital and joins her friends at the Mystic Falls Carnival, Damon wants to take immediate action.
- Caroline awakes in the hospital with hunger and she satisfies herself first with a blood bag, then with the blood of the night shift nurse. In the morning, she finds that she can be burnt by the sun. When Matt tells her that she will be discharged in the morning, she tells him that she needs to be released in the night, and he believes that she is worried about the upcoming carnival. Stefan helps Jeremy, and Damon is invited by Carol to be the President of the Mystic Falls Council. Damon also overhears a conversation between Mason and Tyler. Mason is interested in locating a moon stone; Tyler lies by saying that he does not know where his father kept it. Damon tells Stefan that Mason has a secret and Stefan learns how strong Mason is. Caroline remembers how Damon has erased her memory and after a confrontation, he finds that she is turning into a vampire. Caroline gives a message from Katherine to him. Caroline is unable to control her bloodthirst and she kills a man. Damon decides to stake her but Stefan protects Caroline.—Claudio Carvalho, Rio de Janeiro, Brazil
- When a confused and desperate Caroline leaves the hospital and joins her friends at the Mystic Falls Carnival, Damon wants to take immediate action, but Stefan and Elena come to Caroline's defense. Matt is completely mystified by Caroline's behavior, but still tries to tell her about his feelings for her. Damon has suspicions about Tyler's Uncle Mason and uses Tyler's volatile personality in an attempt to get Mason to reveal his secret. Upset with everything going on around her, Bonnie takes her anger out on Damon.—CW Publicity
- In her hospital bed, Caroline (Candice King) wakes up with a start after being smothered by Katherine (Nina Dobrev). She asks the nurse for some dinner, but the nurse says its too late. Caroline smells something.
She notices a bag of blood hanging next to a patient. The nurse tells her to go to bed.
She takes the blood with her. She takes a sip, but its revolting and she throws it on the ground.
Then she considers it again and picks it up. She drains it hungrily.
At the student carnival, Bonnie (Kat Graham) tries to make sense of Katherine the doppelganger. All Elena knows is that shes her vampire ancestor. She hasnt talked to Damon (Ian Somerhalder) since he killed Jeremy (Steven R. McQueen).
Stefan (Paul Wesley) gives Jeremy an herb, vervain, that he says is toxic to vampires, and other tips of how to protect himself from Damon. But he suggests Jeremy try to move on. I was killed by a vampire and brought back by a magic ring, how do you move forward from that? Jeremy says.
Elena gives Stefan a pep talk about how shes going to try to have a normal high school life. He tells her Katherine showing up has Damon off kilter and he's dangerous.
Damon meets with Carol Lockwood (Susan Walters). He tells her he's looking into whatever vampire attacked John Gilbert. She'll be filling in as mayor and tells him she wants him to lead the council. He tells her he'd be honored to help keep the town safe from vampires.
Mason (Taylor Kinney) and Tyler (Bruce Carter) come back from a workout. Mason asks Tyler about his angry episodes and Tyler says he blacks out some times. It's like I go blind with rage, Tyler says. Mason asks if theres a pattern or time of day it happens, like at night. From the other room, Damon listens in.
Back in the hospital, Caroline has discovered if she puts her hand in sunlight, it burns. Matt (Zach Roerig) drops by with food, saying she's getting out in the morning. She's upset and wants to get out at night. He opens the blinds and she freaks out and hides from the sun. He leaves.
Damon pours himself a drink of human blood. Stefan comes by. Damon tells them he thinks the Lockwoods have a secret, because the Gilbert device affected them, but the vervain didn't. So they're not vampires, but something else. Stefan's more worried about whatever Katherine is up to. Damon says he's going to leave her to Stefan.
Caroline gets ready to leave the hospital. She puts her silver necklace on, but it burns her chest. She drinks more blood. She sees something happening to her face. Her fangs come out.
The nurse comes to check on her. Caroline grabs her by the neck and compels her, commanding the nurse to do what she says and not tell anyone. Caroline chomps down on her neck and feeds.
At the school carnival, Bonnie finds a super hot carnie named Carter to help her with speakers for karaoke. Mason rifles through Mayor Lockwood's things. Tyler finds him and Mason says he's looking for a family heirloom, a moon stone about the size of a hockey puck. Tyler says he doesn't know.
Damon finds Jeremy at the carnival and makes light of their situation. Jeremy threatens to tell people what Damon really is. Just to demonstrate that Jeremy's no threat, Damon puts him in a headlock and easily takes off his ring. Damon tosses it back at him and walks away.
In the hospital, Caroline leaves someone a message saying she's set to leave. She apologizes to the dazed nurse and makes sure she's clear on the story (her husband likes to get kinky).
Damon watches Tyler in an arm wrestling contest at the carnival. Damon thinks he's freakishly strong. Mason goes against him and easily beats him.
Damon offers up Stefan as a challenger for Mason.
Mason wins easily. Damon accuses him of not putting any effort in, but Stefan says actually, he did. Stefan thinks the strength is something other than human, but he won't play along, suggesting maybe they're ninja turtles.
Damon's next play is to compel Carter the carnie, telling him to pick a fight with Tyler Lockwood and not back down under any circumstances. He wants to see who intervenes.
Caroline finds Damon in the school. She remembers how he fed on her and erased her memories. He says she couldn't possibly remember unless she was becoming a vamp.
Now he gets it. Caroline passes on Katherine's message: game on. She shoves Damon halfway down the hall. Damon immediately goes to Elena, saying he needs to talk to her right now.
In the parking lot, Carter walks into Tyler and Stefan watches to see what'll happen. They start fighting and Mason comes and breaks it up. But Carter, as directed, won't quit. Mason fights him off. Then he leaps clean over him and his eyes go yellow and animal like. From the bushes, Stefan sees. So does Tyler. Mason hustles him out of there.
Stefan checks on Carter, who has no idea why he just started the fight.
Caroline finds Matt and reassures him she's all better. She tries to throw a ring on coke bottles but smashes them. She nuzzles Matt but the sound of his blood in her ears makes her hungry. She pushes him away and leaves.
Damon, Stefan and Elena discuss the Caroline situation. Damon fed her blood and Katherine must have killed her, they figure. That'd do it.
Damon thinks killing her is the only answer, she won't make it. Her own mother is a vampire hunter. He reminds Stefan about Vicki Donovan.
Elena says it's not an option. He reminds Damon there was a school carnival the night he staked Vicki. Out in the carnival, Caroline is crying when she sees Carter tending to his bloody nose. She apologizes, then jumps on him and feeds.
Matt talks to Bonnie. He thinks she's mad at him. He tells her Caroline seems different.
Damon walks through the carnival and grabs a handy wooden stake.
Stefan tells Elena that Damon's right about what's going to happen to Caroline.
Back home, Tyler demands answers from Mason who explains that it was just Brazilian martial arts and his eyes were glowing from the reflection of a car headlight.
Stefan smells blood at the carnival.
Damon finds Caroline first. Carter is dead. She asks what's wrong with her. Damon says he's going to help her the only way he can, by killing her.
She says she doesn't want to die, but he reminds her she's already dead. She pleads with him to help her. He hugs her to comfort her, but raises the stake behind her back.
Stefan swoops in and stops him. Damon argues Caroline will die eventually. Caroline freaks when she sees Elena, but Elena tells her it was Katherine who killed her. Elena gets in Damon's way, saying she's her friend. He says whatever happens is on her.
Bonnie walks up and sees what's happening. She touches Caroline to be sure, then sees Carter's lifeless body. Stefan takes Caroline inside to clean her up. She's freaking out. He tells her how to fight off what she's feeling. They do some vampire Lamaze breathing to calm her down. Stefan promises her he won't let anything happen to her.
Outside, Damon is being blithe about the fact they have to bury a body as Bonnie simmers with rage. Finally, she uses her powers to cripple Damon with searing pain in his head. She turns on a gas hose. Elena says it wasn't his fault, but Bonnie says everything is.
The gas runs toward Damon, who can't get up. Bonnie lights it on fire. Elena watches as the fire travels down the gas to Damon engulfing him in flames. He struggles to put the flames out as Elena pleads with Bonnie to stop. Finally, Elena leaps over the flames and grabs Bonnie, shaking her by the shoulders to snap her out of it. The flames recede. Elena tells Bonnie this isn't us.
Stefan tells Elena they took care of Carter's body and he'll check in on Caroline. She worries Damon is right about Caroline. Elena thinks she was foolish to believe she could pretend everything is normal. My best friend's a witch, my boyfriends a vampire and I have a doppelganger who's hellbent on destroying them all, she says. She tells him it's not his fault and she's fine. She leaves.
With Mason and Carol upstairs, Tyler goes into his dad's study and locks the door. He rolls back the rug, lifts the floorboard and opens a safe that contains papers and also a small wooden box with a whitish oval stone inside. Tyler pockets it.
Damon comes home to find Jeremy there. Damon pours himself a drink but Jeremy tells him he laced it with vervain. He shows Damon the wooden stake he brought, but tosses it aside. You came here to kill me? Damon asks. It's only fair, you killed me first.
Jeremy tries to talk to Damon about his dad hating vampires and what good it did. He's ready to leave, but Damon tells Jeremy his dad hated vampires, too.
Caroline lies in bed when Matt climbs in her window. He tells her even though she's been acting crazy, he thinks he's in love with her.
Caroline kisses him then feels her blood start to rush. She breathes deeply to calm herself down.
Stefan wakes Elena up and gets her out of bed. It's almost dawn. He takes her to the Ferris wheel and tells her they have to remember to live their life. He flies her up to the top of the wheel and kisses her. It's not going to get any easier, is it? she asks. No, it's not, he says.
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