When Stefan (Paul Wesley) and Damon (Ian Somerhalder) make a dangerous new enemy, Stefan suddenly finds himself in a perilous situation. Damon and Elena (Nina Dobrev) try to convince Alaric (Matt Davis) to work with them to help Stefan. Matt (Zach Roerig) is hopeful that his mom, Kelly (guest star Melinda Clarke), may be back to stay. After her car breaks down in a storm, Caroline (Candice Accola) make a horrific discovery that shocks everyone in town. Steven R. McQueen also stars. Dennis Smith directed the episode with teleplay by Julie Plec and story by Brian Young.

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