Caroline was sleeping peacefully when her door creaked open. She didn't pay any mind to it and decided to sleep in longer. "HAPPY BIRTHDAY!" Audrey screamed, jumping onto her best friend's bed. Caroline groaned and pulled the covers over her head.

"Go away," Caroline growled.

"Caroline Elizabeth Forbes! Today is your birthday and I'll be damned if we don't make it the most special day of all!" Audrey laughed, jumping on her friend. "Come on! I so did not make you breakfast for you to waste it!"

"Aud, I love you, but you do realize that I'm a vampire right?" Caroline stated, pulling covers off. "I don't age anymore,"

"So? Before that we had to make your birthday a holiday!" Audrey pointed out. "Remember last year, after my parents died. When it came time for your birthday you still made me and Elena celebrate it, we just didn't have to spend 100 dollars like everyone else,"

"Hey, that was a fair bargain!" Caroline laughed playfully. "I'll admit, I may have been a bad person back then,"

"Just a little," Audrey agreed. Caroline smirked and pushed her friend off of her bed. "Hey!" Audrey laughed as she landed on the floor. "Get your ass out of bed, Caroline!"

"No!" Caroline whined. Audrey jumped up from the floor and pulled the covers off of her friend. "Audrey!" Caroline cried sitting up. Audrey smirked and grabbed Caroline's arms before pulling her out of bed. Caroline whined the whole way to the kitchen.

"Happy Birthday!" Liz cheered when she saw her daughter step into the kitchen. Caroline blinked a few times from shock and smiled sadly at her mother.

"We have a stack of blueberry pancakes, drizzled in white chocolate. Liz's special french toast, and a nice hot mug of animal blood to top it off," Audrey laughed. The table had been set with everything she said. The pancakes even had candles in them, but Caroline just wasn't feeling it this year. She still put on a fake smile and sat down at the table with her best friend and mother.

"Thanks guys," Caroline smiled softly. "I love it," Audrey could tell something was off, but didn't ask about it as they ate breakfast. After a silent breakfast Caroline got dressed for school and walked outside with Audrey. Together they climbed into Caroline's car. "So, are you pissed at Elena?" Caroline asked as she drove Audrey to school.

"Her and Damon both. I mean who do they think they are?! Jeremy is my brother too and they didn't even ask me if I agreed with this," Audrey explained angrily. "My mom and dad always told me and Elena to take care of each other and Jeremy. I know she's doing this for him but it doesn't change the fact that I'm suppose to look after him too,"

"I totally get how you feel," Caroline smiled, thankful that they weren't talking about her birthday for once. "I'd react the same exact way!" Audrey nodded and looked out the window. Caroline sighed and grabbed her friend's hand. "So, are you pissed about the Jeremy thing or the Damon and Elena thing?"

"What Damon and Elena thing?" Audrey asked, confused.

"The Damon in love with Elena thing," Caroline answered.

"Oh," Audrey replied stiffly. Truthfully, she didn't care. In fact, she'd rather have Damon with her sister than Stefan, but she knew what Caroline meant. Audrey really did love Damon at one point. "Look, my sister has always been everyone's first choice. I've learned to deal with it, besides I'm completely over Damon," Caroline sighed again and squeezed her friend's hand. As they arrived at school, both girls saw Tyler Lockwood watching them. "I'm going to kill your boyfriend,"

"Not unless I do it first," Caroline growled in return. As the two girls stepped out of the car Tyler approached them. "I can't talk to you," Caroline stated continuing her walk.

"I know you're upset but-," Tyler started.

"Upset? You almost got Jeremy killed! And before you ask me to understand, or to support you, can you at least tell me what you're planning to do about your sire bond to Klaus?" Caroline asked, whipping around to face her boyfriend. Audrey decided to let her friend handle this and stepped away from the couple.

"There is nothing that I can do about it, Caroline! That's the point. I just wanted you to know that I understand why you can't be with me. Even though I want to put you first, before anyone, I can't. I'll never be able to. And I'm sorry. I'm so sorry. I just want you to know that," Tyler explained sadly.

"I'm sorry too," Caroline whispered. Tyler sighed and pulled out a small bag before giving it to her.

"Happy birthday," He smiled as he walked away. Caroline looked down at the bag and opened it just as Audrey was walking back over.

"What is it?" She asked her friend. Caroline was speechless. Tyler had given her a charm bracelet and it was gorgeous. Tears welled in her eyes and she looked up at her friend. Audrey frowned and wrapped an arm around her. "Come on. Let's just ditch school," Audrey said, ushering Caroline back to the car. "We'll go get ice cream and cry about boys," Caroline nodded and sniffled loudly.

-

After a long day of consoling Audrey eventually took Caroline back home. "Let's watch Dirty Dancing tonight! It's a tradition," Audrey suggested. Caroline just quietly nodded. All day she had been moping about Tyler and Audrey understood what she was going through. When they stepped into Caroline's house, Elena, Matt, and Bonnie suddenly jumped out and yelled "SURPRISE!" They all had on party hats, and held balloons along with a sign.

"Happy Birthday!" Matt chuckled pulling Caroline into a hug.

"What are you guys doing here?" Caroline asked with shock.

"Well, you blew off school and missed our work of art, so...," Elena trailed off, taking off the crown on her head and placing it on Caroline's.

"Change into warmer clothes, we are going to the Falls. S'mores, campfires-," Bonnie continued.

"Cake! Like when we were little," Elena laughed, finishing Bonnie's sentence.

"Except for the tequila," Matt added in. Caroline smiled sadly at her friends.

"Thanks, guys. Really, um, I'm just not feeling my birthday this year," Caroline said sheepishly.

"I'm sorry, what? You've already claimed your birthday as everyone's favorite day of the year!" Bonnie exclaimed half joking, half seriously.

"Yeah, and now it's just a reminder that technically, I'm dead. Look, I didn't even like 17. And the only point to being 17 is to get to 18. It's a filler year, I'm stuck in a filler year," Caroline snapped.

"You're not stuck, Caroline," Elena tried to reason with her but Caroline shook her head.

"Yeah I am, but it's okay. You know, it's all good, I'll be fine. But I just need some time to wallow in it," Caroline sighed. Everyone shared a look.

"Okay, well I think I have another idea," Elena suggested with a smirk.

-

Everyone stepped into the Fell's crypt and looked around confused. No one had any idea what Elena was up to. "This is creepy, even for us," Bonnie stated with a slight chuckle.

"No, Caroline was right. Technically, she's dead. Sorry. But you don't need a birthday, you need a funeral. You need to say goodbye to your old life, so that you can move on with your new one," Elena explained, causing Caroline to smile.

"Okay. Here lies Caroline Forbes...," Caroline began. Elena nodded and placed the candles on the cake.

"Cheerleader, Miss Mystic Falls, third grade hopscotch champion..," Elena continued.

"Friend, daughter, overachiever," Bonnie added.

"Mean girl, sometimes, no offense," Matt joked. Caroline shook her head and laughed.

"Ah, none taken," She giggled.

"She was 17, and she had a really good life. So rest in peace, so that she can move forward," Audrey finished. Elena stepped forward and brought the cake to Caroline.

"That's what you really need. What we all really need. Amen, or cheers or whatever. Bonnie?" Elena laughed glancing back at the witch. Bonnie lit the candles using her powers. "Nice! Okay, make a wish," Caroline looked at each one of her friends before closing her eyes and blowing out the candles. Everyone cheered and clapped for her which only caused Caroline's smile to widen. She always loved being center of attention. After cutting the cake and everyone getting a piece or two, Matt broke out the tequila bottle. He opens it and takes the first drink.

"Ooh, pass it to me!" Audrey whined playfully. Matt laughed and passed her the bottle. After taking a long swig she handed it to Caroline. The rotation went on for a while. Matt had snatched the bottle from Bonnie and took a long drink but Elena took it from him before he chug it all.

"Uh-uh, I need it more than you do, trust me. Caroline, what are you doing?" Elena asked, eyeing the blonde vampire.

"What? Nothing," Caroline lied, still looking down at her phone. Audrey knew she was lying though. When Caroline looked up from her phone and tried to hide it Audrey rolled her eyes.

"Okay, you're a bad sober liar. You're an even worse drunk liar," Audrey pointed out as Caroline sighed.

"I might have texted Tyler...," Caroline admitted awkwardly.

"Caroline," Elena groaned, slapping her hand over her forehead.

"What? I'm delicate," Caroline mumbled, faking innocence.

"Give her a break! You can't control what everyone does all the time," Bonnie spat out defensively. Everyone tensed as an awkward silence overtook them.

"Wow," Elena huffed.

"Ouch, Bon," Matt stated, taking a drink from the tequila bottle.

"Sorry, I know it's Caroline's birthday, funeral, or whatever but I just feel it's really wrong that you compelled Jeremy to leave town," Bonnie admitted, slightly glaring at Elena.

"I'm doing it to protect him, Bonnie. I want to give him a chance to have a quiet normal life," Elena explained, but Audrey chuckled and rolled her eyes.

"She's doing this to protect him. Apparently, Elena and Damon call all the shots and Audrey gets no say in anything. I'm sure it's just because they were planning on compelling me too but I wasn't off vervain like Jer," Audrey spat sarcastically.

"Audrey, you know that's not true," Elena defended.

"He should be able to choose how he wants to live it, you're taking his choices away," Bonnie growled.

"Bonnie, you can't tell him," Elena pleaded.

"Why? Are you going to compel me not to?" Bonnie shot back.

"You know, you guys are ruining a perfect funeral," Matt stated halting the heated argument.

"I'm sorry. I'm just gonna go sleep it off or something. Happy Birthday," Bonnie muttered before leaving the crypt. Everyone stayed silent, because no one knew what to say. Audrey broke the moment of silence by falling onto Matt's lap.

"You know Matty, we make bad decisions when we're drunk together," Audrey giggled.

"If you're talking about Elena's party then I agree. Although that was a pretty fun experience," Matt winked jokingly. Audrey shook her head and laughed. Elena watched the two with slight disgust.

"Sorry, I didn't mean to crash the party," Tyler Lockwood announced as he walked up. Everyone turned to him and glared.

"So don't," Matt snapped coldly.

"No, it's-it's okay!" Caroline quickly said. She turned to Tyler and smiled. "Hi,"

"Can I talk to you for a sec? It's kind of important," The way Tyler was fidgeting caught Audrey's attention. He only fidgeted if he was nervous. Caroline nodded and followed Tyler out of the crypt.

"I don't like this. I think he's up to something," Audrey mumbled. Matt nodded in agreement and took the bottle from Elena to drink it.

"Are you okay?" Elena asked.

"Yeah, I want her to be happy, you know? It's what I want for all of you guys, in the middle of this crazy life you got stuck living," Matt explained, taking another long drink of tequila.

"Is that how you see it? That we're stuck?" Elena questioned.

"I'd say it's attached itself to you all pretty tight, yeah," Matt chuckled.

"Bonnie it right, you know. I have no business messing in Jeremy's head. I just don't know what else to do. He is in danger here. I can't lose anyone else that I love," Elena sighed, looking right at her little sister. Audrey looked down to avoid eye contact. After a while of waiting for Caroline, they had finished off the bottle.

"Let's go find our blonde bombshell of a friend," Audrey giggled, getting out of Matt's lap. She pulled him to stand and giggled as he stumbled. Together Matt, Elena, and Audrey all walked out of the crypt to search for their friend. "Caroline!"

"Great, we've been abandoned. Okay, we're going on a search party, I don't trust that she won't get back together with him," Elena slurred.

"Caroline!" Matt called out.

"Come on, Caroline we don't have anymore drinks! Matt's being haunted by the Fell ghosts," Audrey laughed, nudging Matt. He laughed and nudged her back. Suddenly, Matt is being flown at the crypt wall and falling unconscious. Elena and Audrey gasped in shock but two hands covered both their mouths, and they were sped away.