While Stefan struggles to come to terms with his past, both he and Damon reveal parts of their history to Elena, until she finally learns the truth about how they became vampires. Pearl has an ugly confrontation with Johnathan Gilbert. Damon and Alaric try to find a mysterious invention before Johnathan does. The friendship and flirtation between Jeremy and Anna continues to grow.

Founder's Day has finally arrived, and everyone is busy with last-minute preparations for floats and fireworks. Stefan is uncomfortable with Damon's new attitude toward Elena, but Elena is more concerned about repairing her relationship with Jeremy. Jeremy is worried about Anna, but not sure he's on board with her latest plan for the future. While Caroline is enjoying her day as Queen of the celebration, she also tries to help Matt and Tyler get their friendship back on track. Finally, although Damon and Alaric do their best to stop him, Johnathan Gilbert sets a plan in motion that brings Founder's Day to an end amid chaos, destruction and death.