Blair stumbled completely flustered back into the brunch hall and scanned the room for Dan Humphreys. She had just walked in on Serena waiting for Nate in Chuck's suite, Blair couldn't believe the nerve of that bitch. She had been betrayed by the two people she trusted more than anyone else in the world and she needed to get some level of revenge. And that's where Humphreys came into it, she finally spotted him wandering alone between the tables.

"Dan, hi Blair Waldorf…Serena's friend." She said with her usual fake smile shaking his hand.

"Oh hey," he said looking like dazed puppy dog. "Do you happen to know where she is?"

"As a matter of fact I do…" she was about to reveal Serena's dirty little secret but she was interrupted.

"Blair!" Serena called from the doorway with Nate close behind her.

Dan smiled at the pretty blonde, "There you are, where were you?"

"She was waiting in a hotel room…for my boyfriend." Blair said smugly.

"To talk!" Serena protested.

"About why were weren't talking" Nate said stupidly.

"That doesn't sound any smarted the second time." Blair said.

"Why weren't you talking?" Dan asked but was greeted with an awkward silence. "Does this have anything to do with why you were waiting for Serena this morning?" he asked Nate.

"You were what?" Blair asked, she can't believe Nate would betray her again.

"here I thought you were waiting for me." Chuck said joining the group discussion.

Dan rolled his eyes, "Exactly what the situation needs…Chuck. Now what exactly what is going on here?"

"We we're just getting to that…" Blair said with a nasty grin.

"Blair please don't do this!" Serena begged.

"Sorry, do you wanna tell him?" she asked her former best friend.

"I'll tell him." Chuck piped up.

"You know?" Nate and Blair asked in unison.

"I know everything." Chuck assured them.

"And apparently I know nothing." Dan said still confused.

"Dan it was a long time ago and I regret it…" Serena stammered.

"Err Serena stop trying to pretend you're a little girl, so you slept with your best friends boyfriend. I kinda admire you for it." Chuck said to Serena, leaving her completely humiliated.

"Is that true?" Dan asked.

"Then she ran away and lied about it." Blair said. "I just thought you should know before you fell head over heels for your perfect girl in her perfect world and then get left all alone with nothing but your cabbage patch doll."

"Cabbage patch?" Nate asked.

"Did you talk to my sister?" Dan asked as Chuck sniggered.

"Ahh yes little Jenny, she and I have some unfinished business." Chuck said smugly.

"You stay away from her." Dan said warningly.

"Poor Daniel so little time so many sluts to defend."

Dan shoved Chuck backwards causing him to fall backwards and knocking over a tray of dishes. The entire room turned to look at the new drama, many people taking pictures of the scene on their cell phones.

"Its fine, its fine everyone can stop looking." Dan said raising his hands in the air. "He's a jerk but its my fault." He added before swiftly exiting the room, leaving Serena looking totally helpless.

"Hope you're happy." Nate asked Blair.

"Not even close." She replied before giving him a nasty look and storming off.

After receiving yet another lecture of shame and disappointment from his father Chuck swaggered back to his suite alone. He felt quite rejected after Serena refused his offer, it wasn't as if she had any other options now that her dark secret was revealed. He opened the door to what he expected to be his empty room but once inside he soon realised he had an unexpected guest. He suddenly heard the crash of smashed glass from the bar and he quickly dashed in to see who was destroying his place but he stopped dead when his mystery visitor's identity was revealed.

"well, well, well if it isn't little miss revenge." Chuck said at Blair as she collected the broken glass from the bar. "so what are you taking you Serena and Nate frustrations out on my favourite scotch glasses now?"

"Shut up, I just dropped it that's all." She replied.

"Of course you did." Chuck said throwing his keys on the side and sliding on the barstool opposite Blair. "So where is dear Nathaniel?"

"I don't know, probable gone to see how Serena is." Blair spat taking a large swig of her scotch.

"How about you power me one of those before you drink me dry Waldorf." He said pointing to the ever decreasing bottle. "How long have you been up here drinking by yourself?"

Blair shrugged, "I don't know, since I found out my boyfriend would rather sleep with my best friend that me." She said letting out a small sob.

Part of Chuck genuinely felt for her as she stood crying in front of him. But only a small part, this love stuff really was a load of crap he never understood why anyone bothered with it.

"Look why don't you sober up." he said taking her drink from her. "and then go find Nate for some make-up hand holding."

Blair snatched her glass back, "I don't want to sober up. and I DON'T want to find Nate!"

Chuck rolled his eyes, "So be it, but when you wake up with the mother of all hangovers I want the record to show that for once Chuck Bass was the voice of reason."

"Well I don't want reason either…" Blair mumbled before draining her glass and pouring herself another. "I want whiskey."

"And exactly how long are you planning on staying? Or do I only have the pleasure of your company as long as my bar stays stocked." Chuck asked.

"What are you trying to get rid of me Bass?"

"Not at all." Chuck said sarcastically.

"I guess its not like you have any other friends." Blair said nastily.

"Careful Blair, by the way Nate's going you probably wont either. I wonder who he'll screw next Kati? Iz? Anyone but you I'm sure."

Blair slapped Chuck hard across the face, he had a real viscous side when he wanted to, but so did Blair.

"Who knows, but at least Nate doesn't have to try and force himself on little nobody freshmen like Jenny Humphreys."

"I didn't try to force her, I'm just passionate." Chuck said giving Blair a nasty look.

Blair scoffed. Chuck got off the stool and walked around to her side of the bar and poured himself a refill.

"Well Blair if I'm so dangerous and perverted are you sure you're safe to be alone with me?" he asked.

Blair looked so disgusted at the thought of her and Chuck together, "You wouldn't dare."

"I'm Chuck Bass, who knows what I wouldn't do." He said quietly taking a sip of his drink as Blair backed up to the wall, Chuck advancing on her.

"Very funny Bass…" she stammered. "but the jokes over now."

Chuck shook his head, "no joke Waldorf. Think about it…Nate betrayed you with your best friend…surely you sleeping with his is the perfect revenge."

Chuck was now only inches away from her, he stared deep into her eyes Blair felt as if she was slowly becoming hypnotised by him. Chuck's head was filled with all sorts of wicked things, the very possibility of being Blair's first of taking her innocence was too much. She would be his greatest victory, he would become more than a legend he was already. But the look in Blair's eyes told him she wouldn't give into him. It made his heart ache to know he would never kiss Blair, never touch her…she was too good for him, too pure…too beautiful. Chuck shook himself from such thoughts, he had never thought a girl to be beautiful before. He didn't like this new feeling, this sort of…fluttering. He quickly forced himself back to the moment.

"So what'll be? The usual Blair Waldorf social devastation…" Chuck said pressing himself so close to Blair he could feel her heart beating. "…or a much sweeter revenge?"

Chuck braced himself for another bruise inducing slap but was almost knocked off his feet as Blair threw herself at him. It took Chuck a second to steady himself as Blair attacked him with fiery kisses, both their glasses lie smashed on the floor. Blair thrust her hips forward forcing her and Chuck out from the bar and towards the couch. She threw Chuck down and quickly jumped onto his lap straddling him. Chuck responded instinctively yet he was still in shock. He had unfortunately had to witness many a Blair-Nate make out sessions in the past but he had never seen Blair like this, so frantic…so wild. Blair quickly removed Chuck's jacket and ties and set to work on the buttons of his shirt. Her perfect bow had long fallen out of her chocolate curls after Chuck had delved his hands into her hair, pulling her, if it was possible, even closer to him. Blair could feel Chuck's pants growing tighter as she rocked herself back and froth against him, she broke away from his lips and saw the large bulge between his legs. She grinned wickedly to Chuck and returned her kisses along his neck, driving Chuck slowly mad as she did so. Against all his willpower he murmured;

"You're so beautiful."

Blair giggled into his neck, "Don't worry Bass you don't have to recite your lines."

Chuck was confused, he grabbed Blair by the shoulders and pulled her up from his chest.

"What do you mean?" he panted.

"You don't need to say what you think I want to hear. We both know what this is about, you don't have to pretend." She said.

Chuck felt torn, a large part of him wanted to carry on, namely the part between his legs. But another part, the damn fluttering inside knew he had to stop. Against all of his desire he pushed Blair away from him and stood up.

"I think you should go." He said standing with his back to her.

"What?" Blair asked completely dumbstruck.

"You should leave."

"Why? I thought…you said you wanted to…" she stammered.

"It was a joke, I was messing about I never thought you'd let it go this far." He lied.

"I thought you wanted me." Blair said tears forming in her eyes.

She just wasn't getting it, Chuck needed to make her see this was a mistake. He turned back to face her.

"I'm Chuck Bass I could have anyone, why would I want you?" he said.

Blair could take no more, she felt so humiliated. She got up and ran, but not out of the door instead she locked herself in the bathroom. Chuck threw himself back on the sofa and hung his head in his hands. He listened as Blair sobbed alone in the bathroom, the fluttering within him hated the thought he had caused her any more hurt but the Chuck part thought he was a pussy for not nailing her when he had the chance. After about fifteen minutes of listening to Blair's heart-renching tears Chuck could take no more, he flew towards the door and banged loudly against it.

"Blair enough of this, come out!" he yelled but Blair didn't respond she just let out another almighty cry. "For gods sake Blair!"

"Go away!" she yelled.

"In case you've forgotten that's my bathroom you've decided to lock yourself in!" he yelled back. he hated that she was hurting but he knew it was better this way.

"you totally humiliated me! What was all of this to you? a game?" she screamed through the tears.

Chuck rested his head against the door. "I don't know…" he said honestly.

"You're a sick bastard! I knew you got your kicks from messing with peoples heads but it thought we were friends…I always thought…" she paused.

"You thought what?" he asked.

"I always thought you liked me."

Chuck turned and rested his back against the door slowly sliding to the floor. He didn't know what to say.

"Okay Blair listen to me, I get you're angry right now but trust me I did you a favour. If we'd…If I'd been the one to take…look you would have regretted it. You know it and I know it." Chuck couldn't believe what he was saying, he rolled his eyes as it rambled out a few more clichés. "Your first time should be special, with someone you care about."

"Yours wasn't." Blair snorted.

Chuck thought of the horror of sex with Georgina Sparks.

"Exactly! I know, look I've taken hundreds of girls virginities… " he said.

"Hundreds?" Blair said with a questioning laugh.

Chuck ignored her and continued, "…and I bet that despite the fact that it was the best they're ever going to have a lot of them wished that I'd been their boyfriend, or been in love with them…or at least known their names." He added under his breath. "Look you'll make up with Nate and eventually you guys will get it together and I'm sure it will be the perfect magical deflowering you've always dreamed of."

Chuck couldn't bare the thought of Nate and Blair together, he did his best to block it from his thoughts. Blair didn't respond but Chuck could still her sniffling.

Finally she said, "Nobody wants me. Nate chose Serena and you don't want me…" she said sobbing loudly once more.

Chuck couldn't take it anymore, he finally let the fluttering take over.

"Of course I want you Blair." He said softly. "Look I don't make heart-felt declarations often or ever actually but seeing as you're locked on the other side of that door and can't laugh in my face I'll make an exception this once…" he paused for a moment. "I do want you Blair, I want you so badly and that's the problem. For god's sake I get fluttering's in my stomach whenever I thin about you, its like…"

"Butterflies?" Blair interjected.

Chuck smiled on his side of the door, "Yeah just like butterflies. But I don't want to be your revenge or something you'll regret tomorrow, I want to be…"

"What?" Blair asked softly.

"More. If I was to spend one night with you I don't think I would ever be able to let you go." Chuck rested his head against his knees.

A moment later he heard the key turn in the lock causing him quickly to scramble to his feet. Blair stepped out slowly, her face was pale and drained and her eyes red from the tears but to Chuck she was still beautiful.

"Blair I…" he began but once again Chuck was caught off guard by Blair's surprise kiss.

"You can have me tonight Bass." She whispered. "And the next night, and the night after that…I'm yours."

Chuck needed to hear no more he pulled her close and lifted her into his arms carrying her towards the bed.

Chuck lowered Blair onto the bed as he wove his fingers in and out of her hair. Silky strands flowing between his fingertips. Blair pulled him closer down on top of her, pressing their bodies together. The feeling of Chuck's frame on her felt so good, his hands roamed down her shoulders, her back, until he reached her ass squeezing it playfully. Blair couldn't help but giggle, it was such a rich and stirring sound it made Chuck want her even more. Chuck's mouth left hers and gently kissed her nose once before moving his kisses to her neck causing Blair to shiver beneath him. His hands soon moved round to her back as he fought to undo the zip of her dress, he soon had it free and slid it down her slender frame. Chuck took a moment to fully look at her, her beauty was indescribable. He could see in her eyes that Blair had become very conscious of her exposed state but Chuck gave her a reassuring smile and kissed her once again as he carefully undid her bra and freed her breasts.

Blair quickly evened the score and ripped Chuck's half undone shirt over his head and soon progressed down to his again bulging trousers, taking them off in one move. Blair pulled his face back down to hers and clasped her fingers to his sides as they returned to their embrace. Blair was staring deep into Chuck's eyes, no one had ever looked at her the way he was looking her right now, she'd give any thing to keep this feeling. Chuck moved his kisses down her collarbone until he reached her rose-coloured nipples, he moved his mouth over one whilst roughly squeezing the other in his palm. Blair dug her nails deeper into his body as he did so. After both breasts had received equal attention Chuck's trail of kisses moved to her belly button and then down to the top of her lacy panties.

He carefully put his hands beneath her and tugged her panties off so Blair was now fully naked. He trailed one hand gently up the inside of her leg as Blair writhed above him. He parted her legs slowly and began to kiss her inner thigh, Blair gasped loudly as Chuck pushed his fingers into her centre, stroking her gently as she began to move against his fingers.

"Oh god…Chuck…" she whimpered.

Chuck loved the sound of her saying his name with such desire. He grinned to himself as he lowered his head, his mouth finding her. Blair cried his name over and over this time much louder than a whisper. Chuck loved the taste of her but he forced himself to pull away just before he thought she was about to reach her release. This was her first time, Chuck wanted her to last as long as possible and enjoy it. He chucked to himself as Blair shot him a enraged look. But she soon forgave him as he returned to kissing her stomach. She ran her fingertips roughly up and down his back, eventually tugging his boxers off making her as naked as her. their eyes met once more as they both rested for a moment, Chuck suddenly remembered the significance of what they were doing.

"Are you sure?" he whispered.

Blair smiled sweetly and kissed him softly on the lips, "I want you."

Chuck slowly positioned himself above her and plunged into her. Blair cried out loudly and arched her back as he in impaled her. Chuck stopped for a moment unsure if he had hurt her, but the look in her eyes told him she did not want him to stop. Chuck began to move within her slowly and he couldn't believe it was actually happening, he was with Blair, Blair Waldorf. Blair clung closely to Chuck as she began to move against his rhythm arching her back as she did so. Chuck had wanted to try and go slow but he could not resist the fiery passion inside, both of them were panting frantically moaning each others names. Their movement quickly became more wild and frantic, each of them nearing their peaks. Chuck new he would not be able to hang on much longer, half dazed he reached down rubbed her hot throbbing core as she screamed his name one final deafening time. His owned strangled cry came seconds later and he collapsed upon her panting heavily. With the last remnants of energy Chuck rose up and fell beside Blair. They both said nothing for a moment but simply stared at the ceiling the ragged breath of their heaving chests the only sound that could be heard. Chuck was nervous, a feeling he had never experienced after sex. He was scared Blair would regret it, realise what a mistake she made. He finally forced himself to ask;

"Are you alright?"

Blair's chest was still heaving slightly but she said nothing at first but then finally turned to face him and smiled;

"Yep…everything's perfect." She said before leaning up and kissing him softly on the lips.