Caroline's bedroom: she's lying in her bed, in her house, so presumably her mother saw her and told her to come in at some point and, frankly, I'm tired of reading otherwise. Stuff happens off-screen, sometimes. Anyhow, when Caroline hears something coming through her window, she hides up against the wall, but it's only Matt. He's hoping she's a bit more herself, now. She tries to get rid of him, but Matt says he's feeling more insecure than he usually does. He confesses that it scared the hell out of him when she almost died. He can't lose anyone else and says that even when he wants to throttle her, he's pretty sure he's in love with her. He's worried because now, it seems like she doesn't feel the same way. Caroline has hand (cf. Seinfeld). She only had to give up her immortal soul to get it, but I'm sure she would have been fine with that. Anyhow, Caroline takes Matt in her arms and kisses him. While she's hugging him, her desire mixes with her newbie bloodlust and her face starts to vamp out, but with her head over Matt's shoulder, she practices her Lamaze and brings herself back to normal. She's a quick study and, oh my word, they're so adorable together. Let's leave them their privacy, shall we?
Gilbert Gables: Stefan sneaks in Elena's window and wakes her with a kiss. It's almost dawn, but asks her to come with him. He takes her to the carnival, where he has compelled the guards to go on break, so he can take her on the ferris wheel and kiss her when they get to the top, just like she wanted. He makes a touching speech about how he came back to Mystic Falls to start a life with her. "We can't forget to live it." Elena nods and is persuaded to enjoy the times they can, but wonders how they'll get atop the ride. Stefan tells her to hold on tight and Edward Cullens her to the top of the ferris wheel and they kiss. But when their lips part, Elena says, "It's not going to get any easier, is it?" Stefan looks away, shakes his head and then looks back in her eyes. "No. It's not."