This episode opens with a candlelight vigil for Carol Lockwood with Liz eulogizing her. Tyler who is sitting next to Caroline gets upset and leaves. Elena gets up to follow Tyler and we learn that Rudy Hopkins, has been selected to be the interim mayor. As Elena walks the halls, she runs into April who is crying. April tells her that the death of Carol is making her think of her father. Suddenly, April shifts the conversation and tells Elena that she knows Elena is a vampire. Elena is shocked and then Rebekah appears behind her and snaps her neck.
Caroline is making her way out of the assembly and calls Stefan, who is getting his drink on. Caroline is not the least bit impressed and Stefan replies by telling Caroline, "my brother slept with Elena, it kinda puts a little bit of a damper on things." Caroline says that Tyler is spiraling and should get top priority. Stefan points out the obvious - the fact that his mother just died. Caroline is concerned that Tyler is not talking to her about his feelings and that he keeps referring to his mother's death as an accident - a code she believes for drunk. Stefan asks if she believes that Klaus killed Carol and Caroline replies, "I don't think she drowned in her martini glass." Caroline asks Stefan to get it together because she believes she cannot do this alone.
When Elena wakes, she is in the library and is confronted by April, who informs her that the assembly is over and that the school will be empty soon. April wants to know how many times Elena compelled her and demands that she tell the truth. April goes on to add that Rebekah says that she lies and when Elena questions Rebekah's honesty, April reveals that she knows Rebekah is a thousand year old original vampire. Elena grabs April in an attempt to flee and she is confronted by Rebekah, who instructs her to have a seat because everyone else will be there shortly.
Damon is checking his messages and gets one from Elena, who says that she hates not being near him. Jeremy and Matt are sparring and when Jeremy takes Matt to the ground and expects praise from Damon, Damon informs him that he moved in slow motion. Jeremy is frustrated and points out that they have been there for days and so far all Damon has done is bark orders and so he demands to be taught something useful. Damon concedes and picks up a stake and Jeremy attacks only to find himself quickly over powered. A young woman drives up with a pizza delivery and Damon pays her extra not to deliver any more pizzas. Jeremy is not impressed and asks if he is to be starved and Damon replies, "if that's what it takes to become a hunter." Damon orders Jeremy to run around the lake twice and for Matt to follow. When Matt says that he doesn't have to listen to him, Damon quips, "you do if you want to eat." As soon as Matt and Jeremy leave, Damon picks up his phone and listens to Elena's message again.
Rebekah calls Stefan and says that not only is she free but that she is holding Elena hostage at the highschool. Stefan asks who was dumb enough to pull the dagger out of her, but Rebekah tells him that she is the one who will be asking the questions and hangs up. Stefan then calls Caroline and asks how she would like to drive a white oak stake through Rebekah's heart. Caroline agrees, as long as it means that Stefan will stop trying to drink his way through the Mystic Grill.
At the Mystic Grill, Liz is talking with the interim mayor Rudy Hopkins. Liz passes Rudy a folder and says, "welcome to the world of cover ups." Apparently, they ruled Carol's death as head trauma from a fall and when Rudy looks at the folder, he points out that Carol did not go gently and asks if they have any leads. When Liz admits that they have ideas, Rudy says, "let me guess, sharp teeth and bad table manners." Liz questions whether or not Rudy really wants this job because apparently six people were offered this position before him, but Rudy says that he is saying yes for a reason. He announces that his reason just walked up, as Bonnie approaches the table. Rudy points out that a few of Bonnie's friends were missing at the assembly and adds, "so much for mandatory." Bonnie tells Rudy that he cannot come in here and start making rules. Rudy replies that this town could use a few new rules. Bonnie reminds him that she can help protect the town and Rudy responds, "I am well aware of your gifts Bonnie but I am you father, don't forget I get to protect you."
At the highshchool, Caroline texts that the second floor is clear. Stefan is walking through the halls when someone moves by quickly. He texts back, "first floor I'll distract her." Stefan pushes Rebekah up against the lockers and she holds up a stake and says, "I hope you're not waiting for Caroline to stake me because I already found her." Rebekah brings Stefan into the library to join Elena, Caroline and April and says, "you've all been compelled, you know the rules, answer my questions honestly." Rebekah reminds everyone that Klaus learned about the vampire hunters in 1114 and their tattoos revealed a map, which led to a cure for vampirism. She adds the last time they met, Stefan tricked her to find out where the sword was and that the fact that they're all still vampires, means that something went wrong. Rebekah sends April off on a nonsense mission, and Stefan says that Rebekah is wasting her time because they don't know anything. Rebekah finds this hard to believe and replies, "I thought that you would do anything to save Elena, even if it means taking the cure yourself so that you can grow old and die with her." Elena and Stefan make eye contact, causing Rebekah to ask why Elena looks so surprised. Caroline intervenes and tells Rebekah that Stefan and Elena broke up. This shocks Rebekah and so she says, "I'm confused, I thought Elena was your epic love Stefan. I asked you what happened, you have to tell me." Stefan admits that Elena slept with Damon.
Jeremy is practicing assembling a gun and Damon tells him to do it like his life depends on it. Jeremy stands up and says, "don't act like you care about my life. You care about the hunters mark and Elena, so she's not sired to your ass." Damon points out that both require his life. Damon asks if he has talked to Elena and Jeremy asks if he is running out of voicemails to listen to. Klaus walks out of the woods and asks how many vampires Jeremy has killed. Damon says that if they throw Jeremy out in the world right now he's chum. Klaus replies "yeah see, that's not a number. Twelve, that's how many of my hybrids I slaughtered with my sword. Three, that's how many days it took to quell the urge to kill your brother, after he knowingly watched as I walked into a death trap. One, that's the number of purposes you serve. You are here to grow Jeremy's mark, so I'll ask again, how many vampires has he killed since he's been here?" Damon answers, "zero." Klaus says that he is going to need the cure sooner rather than later because of the hybrid shortage and wonders how he can help. Damon tells Jeremy to watch and learn, then shoots Klaus twice in the chest saying that his actions were for Carol Lockwood.
Back at the library, Rebekah says, "vampire Elena is a trollop who likes bad boys, which explains why Stefan reeks of alcohol but what it doesn't explain is why sweet, loving innocent Elena would be so heartless towards Stefan. How could she hurt you like that?" Stefan replies that Elena didn't know that at the time that she was sired to Damon. Rebekah calls this fascinating and asks Elena what she thinks of this. Elena replies, "I think that your sad, tired and desperate need of a hobby." Rebekah believes that Elena is hiding something and so Elena admits, "I didn't sleep with Damon because of a sire bond, I slept with Damon because I'm in love with him." As looks are exchanged, Caroline asks what any of this has to do with the cure and so Rebekah asks Stefan how she can find the cure. Stefan then tells her about Shane and that he knows where the cure is.
Shane is in his office with Bonnie, who is complaining about her father. She says that Rudy hates her witch heritage and that it's the reason he travels all of the time, so she is upset that he suddenly wants to be a protective father. Bonnie asks if there is some magic therapy that Shane hasn't shown her yet. Shane tells Bonnie that she doesn't need his help anymore and then hands her a necklace made of human bone saying happy graduation. Shane says that it was worn by a two thousand year old witch, who drew on it for strength. Bonnie asks if she has to go home now and Shane says that he has a stack of papers that he has to grade for tomorrow. When Bonnie leaves the office, she see Kol but when she goes running back to the office, Shane is gone.
Tyler is at home when he gets a call. He answers believing that it's Caroline but it's Rebekah. Rebekah tells him that she knows Klaus made a real mess of his life and that she can relate and offers her condolences. She tells him that he should come down to the highschool, so that he can extract them in person. When Tyler asks why he would do that, Rebekah tells him that she has Caroline and adds, "maybe you have a better shot of saving her than you did your mother." Tyler hangs up the phone and throws it. Kol enters the library and tells Rebekah that she is even worse than Klaus. Kol then brings Shane into the room.
Damon is whittling of all things, when he is approached by Klaus. Damon says, "if you're here for payback go for it because you will be stuck babysitting the little hunter that could." Klaus says that he is perplexed as to why Jeremy hasn't killed any vampires and Damon replies, "Darwinism Klaus, he's got to protect himself before we hunt down his first vampire nest." Klaus points out that Jeremy needs more victims and that there is a town of people just waiting to be turned into vampires for the slaughter. When Damon says that of course that idea occurred to him, Klaus replies, "the tragedy is that it did occur to you and yet you chose to ignore it. My guess is that you did it to impress Elena. Somehow to honor her, you'll find a way to spare innocent lives and walk Jeremy down the moral high ground. That's why I've already made the necessary corrections."