I definitely don't own any of this, even some wording here is taken from previews!
Here's my take on tonight's episode, hope you enjoy!

"I noticed that you didn't come home last night..." Serena smirked at Blair over her mug of coffee.

"I noticed your ruffled bedsheets this morning." Blair retorted quickly. Serena blushed and began to recant the night before as Blair zoned out, happy to have avoided the earlier accusation. Serena's story stopped abruptly and Blair looked up. "So where were you last night? Another late night at the office?" Blair nodded meekly into her cup, pretending to take another sip before standing up quickly and claiming that she had plans as usual and would have to now rush and get dressed. Serena bought the excuse because she was used to not seeing her friend very often due to her recently hectic life. She remained seated and sighed, worried that despite looking surprisingly well rested her friend was working herself too hard.

Blair stole away into her room and then realized that in fact, she had no plans today. A drastic difference from just the night before. This thought led her to remembering the night before and falling asleep in Brooklyn. With Dan. It was perfectly innocent of course, but no way could she tell Serena why she didn't return home...at least not yet. She herself had only recently come to accept that she was friends with Dan, she couldn't spring it up on Serena just yet. Besides, she sort of liked having this secret camaraderie with Dan. She dressed in silence, mulling over the best course of action and soon found herself in front of her building with no plans. Without even realizing she had done it, Blair had scrolled to the now too often called contact on her phone.

"Hey Humphrey, you free?"

Over the course of the next week, Blair and Dan saw each other often, but only in secret. Their coffee meetings and synchronized over the phone movie watching became a regular once a week event. Sometimes when Serena was in class or out with Ben, Dan visited Blair. Today Dan was lying in her bed with his New York magazine as they discussed their plans for the week, "Oh it says here that the Joseph Beuys exhibit I told you about should be really good." She hummed noncommittally, "it says here that he created the term-" "I've read the article too you know..." She said, putting on an earring. Blair flinched suddenly, "Did you hear someone?" she asked, straining to hear.

"Yea, about that...it's a little tiring being so secretive all the time, when are you planning on telling Serena about our 'friendship'?" Blair sneered at the term, "There is no friendship, so nothing then to tell Serena!" Dan sighed, "You're really big on plausible deniability, has anybody ever told you that?" Her shoulders slumped a little, "Do you want to explain to someone why we went somewhere together?"

Suddenly Dorota's voice was heard echoing through the outside hallway, "Ms. Blair!" Blair seemed to snap into action. "You need to leave." "Wha-"

"Go!" "Is this really necessary?" he asked while picking up his stuff from the floor. "Move it!" He disappeared through the adjoining door to Serena's unoccupied room just as a quizzical Dorota peeked her head in. "Is everything alright? I thought I hear voices." Blair looked up brightly, feigning innocence, "No ones here I'm fine! Just about to go actually, bye!" She grabbed her scarf and dashed out to the elevator where she knew Dan was waiting.

Dorota remained skeptical and walked into Blair's room. Things had been odd with the young woman for a while now. She spotted a New York magazine on Blair's bed and picked it up.

Dan and Blair had decided to meet at the Beuys exhibit the next day, only now Dorota was slowing her down.

"Would you pick up the pace?" Blair huffed at her maid.

"Sorry, I don't want to make you late to, what exhibit is it again?"

"Joseph Beuys, why?"

"Maybe I could go with you?"

"You don't even know who he is."

" He created term social sculpture to illustrate idea of art's potential to transform society." Things were getting suspicious.

"How do you know that?" Dorota stopped sharply and pulled the incriminating New York magazine from her coat pocket.

"From Mr. Humphrey's New York magazine I found in your room!"

"Just what are you implying?"

"Your new secrecy, calmness with Mr. Chuck, supporting Ms. Serena's new Boyfriend. And last week I gound NOVA documentary in your Netflix queue!"

"What are you doing in my queue?"

"You and Lonely Boy are having affair!"

"We are not!" Her tone got defensive, "We have gone to a few...things together, it started over the holidays, it's no big deal."

"No big deal? We have to tell Ms. Serena!"

"We will do no such thing!" No one else could know!

"I am not friends with Dan Humphrey. And to prove it, I will happily skip the Beuys exhibit and leave him hanging. I would rather shop anyhow." She finished, trying to stifle her strange feeling of guilt.

"So come on, let's go, first stop Chloe!"

Her observant maid remained unconvinced. She'd have to keep an eye out now.

Dan paced outside the exhibit entrance. Blair did on occasion like to arrive fashionably late, but more than ten minutes was just "tacky." He checked his phone for the umpteenth time...still nothing. He sighed, placed the phone back in his pocket and blew some hot air onto his cold gloved hands. He felt his pocket buzz and got his phone out almost immediately.

Dorota suspicious, had to bail. Maybe another time? -B

He sighed, responded with a quick "okay." And left the entrance of the gallery...it just didn't seem right going without her.

He thought about visiting his dad instead now that he had no plans, and caught him just as he was leaving the apartment. "Hey dad!" "Oh hey son, I was just leaving. Did you want something?" "Oh, nah, just my plans fell through and thought I'd come by and see you." "Ah, dad as a last resort. Sure, walk with me." They made their way to the elevator and out onto the street. "So, what were your original plans?" Dan shrugged, "I was going to see a Beuys exhibit with a friend, but B- well obviously it didn't happen." There was a slight pause before Dan spoke up, "Have you ever hung out with someone but not been able to tell anyone?" Rufus gave a slight chuckle, "Well Lily and I were a secret for years, seems to have worked for us." Dan nodded seriously, "So I'm guessing it's a girl...who is she, do I know her?" Dan looked at his dad, "Yea, this was a bad idea..." Rufus picked up on his son's mood and changed tone, "If you feel conflicted though, you should tell her." Dan stayed silent,"I mean, if you really like her, you shouldn't keep it hidden, your friends and family won't judge." Dan snapped out of his thoughts, "It's not a- it's not like tha-" he caught sight of a bored looking Blair exiting a nearby store, arms full of bags. "Sure kid..." Rufus chuckled, as he continued walking, oblivious to the girl his son was currently staring at. Dan refocused and came back into step with his father, but though his father had moved to a different subject already, Dan's head was still mulling over the strange feeling he had just had at the sight of Blair.

The next day Blair managed to escape the prying eyes of Dorota and met Dan in Brooklyn. She was spending far too much time here for her liking. "So Dorota is suspicious?" Dan said as he finished making Blair some coffee. She nodded her head and took a small sip from the mug.

"How about that Beuys exhibit?" He started again, suddenly feeling incredibly awkward in Blair's presence.

"I'd actually just rather stay here today." Dan feigned shock, "Queen of the Upper East Side, voluntarily staying in Brooklyn?"

"Oh shut it Humphrey. I'm just worried that Dorota will be spying. Nobody expects Blair Waldorf in Brooklyn." He chuckled and made his way over to the large collection of DVDs that lined his wall. "So what will it be?" She sighed, got up from the bar-stool and came to stand by him as he perused the shelf. He paused momentarily, noting how the close proximity to Blair made him feel. He remembered the night they fell asleep here. It felt good to have her head against his chest, she seemed a lot more angelic when not yelling at him.

"Hello, Humphrey!" he jolted from his reverie, "Uh, yea sure that one." She raised her eyebrow at him and made her way to his T.V. popping the DVD into the player and taking a seat on the couch. All that Dan could note as he took his seat next to her was that she looked surprisingly at home here in Brooklyn.

The following week an elaborate party was to take place, courtesy of Chuck and his seeming defeat of Thorpe, one that Blair was obviously invited to. During their last get together, Blair had casually dropped it into conversation that she was attending, and Dan assured her that he would come too. An involuntary smile made its way onto her face at that.

Serena returned to an empty apartment, "Blair!" her voice echoed through the apartment. "Blair!" Dorota appeared in the hallway. "I though Blair was with you?" Serena looked confused. "Oh, no, she must be with..." Dorota quickly snapped her mouth shut. Serena did not know. "She must be with who?" " I don't know. Ms. Blair does not tell me. Just-" She trailed off and gave Serena a sympathetic look and a pat on the arm before retreating to another room. Serena looked on as Dorota left the room, puzzled. Just as she was about to give Blair a call, a Gossip Girl blast was sent to her phone.

Bass party tonight, but don't worry Upper East Siders, I'll come bearing gifts. One large and much awaited secret coming up! XOXO, Gossip Girl.

Blair was in the Sunshine Theater with one Dan Humphrey when their phones rang simultaneously. They glanced at each other before checking the most recent blast. "Do you think-" Blair started. Dan looked back slightly less worried than Blair, he shrugged. "Humphrey! Serena can't find out about us through Gossip Girl!" They were shushed by the two other members of the audience, Blair shushed them back and beckoned a chuckling Dan to exit the theater with her. "I don't understand what the big deal is about telling Serena anyway..." Blair gave him a look, "She's my best friend."

"So? If you remember, she was the one that had wanted us to get along."

"Yes, but that was when she was with you... now..."

"Now what?"

"I mean, Dorota thought we were...having an affair."

"What? That's...ridiculous." The word came out less strongly than he had wanted. And he hesitated. It really wasn't so ridiculous. They had more in common than they had previously thought... sometimes he felt that he had more in common with Blair than Serena.

Blair noticed that they had just been looking at each other for far too long and with far too much curiosity and continued, "Yes. " She said tersely, "But...I mean if Dorota thinks that, imagine Serena. She's still very protective of you."

"She's with Ben now. They're happy together, I never thought I'd say it, but they work. She can't have expected me to wait forever, I'd have to move on eventually."

"Move on?" Blair halted, her heart feeling strangely aflutter.

"I-I...I didn't mean that! It's just, well she couldn't feel weird about it, even if we were...something, more..."

"Humphrey we're not even friends, don't be absurd!" She huffed, now speeding up to walk ahead of Dan. She didn't catch Dan's sad smile, he didn't catch Blair's worried expression.

That night at the party everyone was looking a little on edge, anxiously waiting for a Gossip Girl blast like no other. Dan and Blair had decided to tell Serena in case the blast was about their blossoming friendship, (one that Blair had once again, denied). They saw each other briefly across the room but avoided interacting until they found Serena. Finally Blair caught sight of her, "Hey! So, did you see the post on Gossip Girl about some huge secret coming out tonight?" "Yes, and I think I know what it's about." Don't panic, don't panic! Maybe Dorota had told her something, after all, Serena had texted from their apartment looking for her earlier. She saw Serena's eyes wander to Dan, "Hey..." he said coming up behind her, "Wow, listen, I mean it's really not that big of a deal." She cut him off, "Impolite to interrupt, Humphrey." Claim innocence until you've been proven guilty... She thought, "What he means to say is, what do you think the blast is about?" Serena looked a bit uneasy, "It's about my mother, I'm sure of it..." She felt Dan give a sigh of relief next to her. Way to be obvious. "Why, what did you think it was about?" Serena eyed them with arched eyebrows. "Nothing, just curious. What about your mother?" Serena delved into some detail about Lily's torrid past and Dan and Blair quickly realized that this blast may be beyond them. Serena caught sight of her mother and went to speak with her, Blair was left with Dan. "Come now Humphrey, you're getting me a drink!" She grabbed his sleeve and pulled him away to the bar. They stood near each other, drinks in hand, "If anyone else finds out about this..." Blair cut him off "They can't. We have to do something or this is going to hit the Upper East Side like a hurricane." She paused for a moment before diving straight into discussing a plan of action.

(Insert Thorpe/Bass/Lilly and some scandalous past thing...not the focus of this story.)

In the middle of their scheming, Blair spotted Thorpe nearby. "Quick, dance with me!" She commanded, grabbing hold of Dan's arm and placing it on her waist, inching slowly towards Thorpe to possibly hear what he was talking about with the investor. She couldn't hear much, but couldn't tear herself away from Dan either.

They danced in silence for a few minutes before she heard Dan whisper, "Blair. Thorpe is gone." She glanced up at him, they locked eyes. "Yes, well um..." She pulled away and feigned straightening her dress. "I'll just go and find Serena then." Dan nodded and watched her walk away.

(Blair tells Serena the little that she managed to hear, Serena tells Blair she already has a plan, the plan works, Thorpe loses but the blast ends up being about something else entirely unrelated. Meanwhile...)

Since the scheming had finished and the blast had been unleashed, Dan had gone for a walk around the city to get some fresh air. That night he had seen Serena many times, but the old feeling he once had when so near her had faded. He was feeling a bit strange, and found himself in front of the Waldorf's building. He steeled himself and walked into the lobby, into the elevator and pressed the button for Blair's floor.

Blair had just returned home, rather tired and confused. Chuck had spoken to her earlier that night during their scheming, but that usual spark was no longer there. Sure she still loved him and had feelings for him, but watching him pine over Raina no longer hurt her the way it had. She placed her coat down on a nearby chair, spoke briefly to Dorota and made her way to her room. The elevator dinged and her attention was averted. Dan?

"What are you doing here?"

"I..I don't know."

She scoffed, "Well that's helpful."

"How..how are you. I saw you speaking with Chuck earlier and..."

"You came all the way here to ask me about that?"

"Yea...No. I don't know."

"Wow, you really have a way with words Humphrey. Now I'd like to go to bed, I'm a bit tired."

"No, wait..." He said, touching her arm as she turned to leave. She wasn't supposed to feel sparks at his touch. She halted.

"Have you figured out what you wanted to say yet?"

There was a long pause as they looked at each other.

"Dorota thinks we're having an affair." Dan spoke slowly.

"Dorota's an idiot." Blair said quietly and unsurely.

"Is she?"

A long silence followed. She felt Dan get closer to her. She took a step back "Yes. I'm sure. Listen Humphrey, it's been a long day..."

"Kiss me."

"What?"

"Just one kiss."

He had stepped forward once more and his hand traveled to her jaw, she said nothing. He inched closer.

"Dan..." She whispered, pleading. His mouth was a centimeter away, she turned her face away.

"We...we can't. I can't." Dan lowered his arm and held her hand. She couldn't bear it but for the second time she pulled her hand out of his grasp.

"There's nothing here Humphrey." She spoke, her voice regaining its steely tone, "Dorota is wrong, you are wrong. I love Chuck, you love Serena." Her voice took on a more desperate tone, "We both love Serena." She hoped he understood. He stepped back slightly, but not enough. She still felt his warm breath on her face, it would be hard to say no again.

"Serena's with Ben." Blair shook her head. "Serena loves you." The silence consumed them again.

"We are friends Humphrey..." She spoke kindly but resignedly. He looked up and gave her a small smile.

"It's about time..." he half joked, but the bitterness was there.

She placed a hand on his arm lightly and then pulled away.

"You should go home. It's been a long day...we're both tired." He nodded.

"See you tomorrow?" he asked after a moment. She shrugged, "If we can go to a proper exhibit..." They both smiled warmly at one another, Dan chuckled."Goodnight, Waldorf."

"Goodnight Humphrey." He kissed her cheek, they ignored the spark and he walked away to the elevator. He turned back and gave Blair a small wave before entering the elevator.

That night they did not call one another. They did not watch a movie. Instead they both collapsed on their separate beds fully clothed, and waited for hours until sleep took over.

AN/ I know they didn't kiss! But I don't think they will yet...the writers like to drag things out unfortunately. Anyways, these are just my ideas about tonight's episode, based on a bunch of previews you may recognize. I left some bits of previews out that may have to do with Dan and Blair, but I thought that they also could be misleading...you know, they wanted to make it seem like it was about Dair but it wasn't, so I just left it out. I got a bit lazy near the end, wanted to get it done before the episode aired and didn't really re read it. So if it doesn't make any sense and there are a lot of mistakes...forgive me and review anyway?