This is going to be a Blair centric fic. It's going to be Chuck/Blair and Dan/Blair. I really like the idea of Dan and Blair, and this is the only way I could see them getting together. I'm also a bit Nate/Blair fan, so there is going to be some Nate/Blair, but more the other couples. I don't have any plans right now about Jenny... I'm not a big Jenny fan, but I'm also not going to say she not going to be in the fic either.

They're in the beginning of their senior year. Nate and Serena are together, but I'm not going to have them end up together (sorry for NS fans out there, but I just hate them together!). Blair and Chuck are kind of together, but kind of not (you'll see why). Vanessa will pop in, but not really a big character in the story. No Rufus or Lily, or Eric. Let me know what you think!

Chapter One: Not What It Seems

Blair walked around in a daze. She had been walking for almost an hour in her brand new black Gucci heels, ones her mother bought in vain to try and cheer her up. Her feet were killing her, and she could have easily reached into her black Chanel purse for her cell to call the car service, but she didn't. She just kept walking without ever looking where she was going.

As if by some twist of fate, or really evil plan of the higher powers she didn't believe in, her feet led her right in front of the Bass's hotel - the place where her former best friend Serena van der Woodsen was probably fooling around with her soul mate and former boyfriend Nate Archibald. It was also the place where Chuck Bass was usually up to his scheming, but he wasn't there on that disgustingly beautiful day. He wouldn't be there today, tomorrow, or any other day and Blair was left all alone as her best friend and ex-boyfriend continued to break her heart. Blair angrily scoffed at the site of the hotel and stomped off towards her own home.

She finally reached her building and examined the magnificent apartment. It was one of the most expensive and beautiful buildings in New York and the envy of most. She had everything she could ever ask for, but all the money in the world couldn't save her from the heartache she was feeling at the moment. Chuck was gone, Nate and Serena were a couple - a very affectionate in your face type couple and she had no one. Sure, she was the most popular and number one student in both Constance Billard and their brother school St. Jude's, but she literally had no one. Kati, Is, and all the other girls who were part of the "in crowd" didn't know her. No one really knew her except Chuck Bass, Nate Archibald, and Serena van der Woodsen - the very people who left her.

Blair rode the elevator up to her penthouse apartment alone. The elevator chimed, signaling its destination, as the doors smoothly slid opened revealing the elegantly decorated Waldorf apartment. Eleanor had carefully decorated the place and some days Blair just wanted to break the decorative vases, or sweep the center table of its contents just to see Eleanor's reaction... or maybe let out a little bit of her rage… or maybe to add some chaos into her otherwise perfect world. Today was just one of those days. But Blair wouldn't do it. No, Blair would never lash out or do anything that wasn't perfect.

"Blair, is that you?" Eleanor called out with a voice full of worry.

Blair tried to sneak up to her room without being noticed, but Eleanor went to greet Blair in the foyer. She worriedly reached for her daughter and hugged her. "I was so worried sweetie. After the -"

"I just needed some time alone," Blair said cutting her mother off. She didn't want to remember where she'd been. "As you can see, I'm just fine. I'm going to go up to my room now. And I don't want to be bothered."

"Sweetheart, Nathaniel and Serena called. We're all very worried about you. They would like to stop by later and see you."

"I don't want to see anyone today. I just want to go up to my room, sleep, and forget this day ever happened. Actually, I want to forget this whole year happened!"

"I know you're having a tough time, and I really think you should talk with someone, Serena perhaps? She is your best friend. Or Nate. He was very close with -"

"You want me to talk to Serena?" she spat out venomously. "The same Serena who couldn't keep her hands off my boyfriend? Or Nate? Who couldn't be faithful to me… after a decade together? Really Mother?"

Blair stomped up to her room. "I don't want ANY visitors!" she exclaimed as she slammed her door shut.

"I hope that doesn't include me," the slick, husky voice said from behind her.

Blair shut her eyes in frustration and whispered, "What are you doing here Chuck? You're not supposed to be here."

Chuck scoffed. "Like that's ever kept me away from you."

"You're supposed to be gone," Blair said as she moved closer towards him. He was like a magnetic force. The funny thing was, she didn't mind being pulled. No matter how much he frustrated her, made her angry or cry, whenever she felt his pull she didn't resist. She tried at first, oh how she tried, and realized that it was just a waste of energy. She wanted Chuck, but more than that, she needed him and loved him. If she were really honest with herself, the few weeks they spent together meant more to her than any time she spent with Nate. He was more than her friend, more than a lover, however brief it may have been… He was Chuck Bass.

"I decided to come back for a bit… before going away forever," he said with a shrug. "No one there's going to miss me." He chuckled at his own pathetic joke to lighten the mood.

Blair glared at his obvious attempt at a joke. "You still haven't answered my question. What are you doing here?"

Chuck closed what little distance was between them. He cupped her cheek and looked straight in her eyes. In her three-inch heels, she was the same height as he was and he saw in her eyes exactly what she had gone through the past few days. He never claimed to be a sentimental person, nor did he claim to really care about anyone other than himself, but damn if looking into her eyes brought him to his knees. He would kill to stop tears from falling down her pale cheeks, and he would slit his own wrists to stop the pain behind her beautiful brown eyes. Too bad everything he was seeing in them now was because of him, because he was –

"Well?" she whispered.

"I couldn't leave here without saying goodbye to you Blair," he said as he pressed his forehead against hers. They were together for a short period of time, starting out as two souls lost – him from constantly trying to please his father, and her trying to hold onto a relationship that was doomed from the start. They got together for all the wrong reasons, But he didn't care. He didn't care that somewhere in the back of his mind, a warning bell went off every time she was near him – warning him to stay away. Because he'd never be good enough for her, would never be enough for her. That he would only break her heart. But he didn't care. He was selfish and would take her anyway he could get her, even if it was just for a little while

"We've already been here Chuck," she whispered brokenly. "I've said goodbye to you."

Chuck shut his eyes, remembering the heartbreaking goodbye that he had to endure, had to listen to without being able to say a word. If he could turn back time and change the circumstances, he would in a heartbeat. Not so he could stay, but so he could save her from the heartbreak of having to say goodbye.

"You got to... I didn't."

Blair sighed. Classic Chuck to want to get the last word, or in this case, the last goodbye. "I suppose you're also here to say goodbye to your best friend and your step sister?" she asked as she pulled herself away from him. She needed to put some distance between them.

"I'm here for you Blair. Just you."

Blair scoffed. "For how long? How long do I get you before you're…"

"Gone?" Chuck offered.

Blair scowled at him. "I don't want you here Chuck. I've said everything that I had to say."

"What makes you think I care about whether you want me here or not? I am a Basshole remember?" he said jokingly, trying to force a smile on her face. Instead she turned her back on him.

"Why are you doing this to me?" she said with pain laced in her voice.

Chuck cursed his stupidity. He hated seeing Blair hurt, but he hated even more that he was the one hurting her. He couldn't count how many times he witnessed Nate's stupidity and how it affected Blair, and how many times he wished he owned a shotgun so he could use it on Nate. But Nate was his best friend, and Blair had loved him. Stupidly, he thought, but she loved him.

Maybe a part of him was there to say goodbye, but the selfish part of him was back to hold onto her for as long as he could, for as long as he was allowed. He walked up behind her, put his arms around her and placed a kiss on her delicate shoulder. "I'm a selfish, pompous ass. I just wanted to make sure you're okay… that you're going to be okay."

"You know what will make me okay? Come back to me Chuck. Come back to stay."

Chuck shut his eyes wishing that he was a genie allowed to grant her anything she desired. "You know I can't do that."

Blair turned around and faced him with determination in her eyes. "Then tell me what I want to hear Chuck. Tell me what I've been able to say to you, but you won't say to me."

"We've been over this a million times… I'm not going to say it. I will never say those words to you Blair." He knew he was hurting her, but he'd never tell her he loved her, because he didn't. It was so much more than that, and until he could explain it to her, he wouldn't tell her how he felt about her.

Blair backed away, feeling as those she was physically punched in the gut. Was she so horrible that no one could love her? Her best friend in the whole wide world betrayed her with her boyfriend, both who claimed to love her. The two people who were supposed to love her unconditionally didn't. She was never good enough to fit her mother's image and her father… the logical part of her brain knew her father loved and adored her, but the irrational part question how true it was. A loving father wouldn't leave his child only to see her a couple of times a year right?

"I'm done Chuck," she said as she backed away from him once again. "I'm done with you, and waiting to be loved by you. I'm done. So you can just go now."

"We're not finished Blair," he responded determinedly.

"We are Chuck. We were finished the moment decided to step on that plane and fly out of my life. Hell, we were finished the moment you decided you couldn't love me."

"I need to know that you're going to be okay. I can't stand knowing that I left you and you were -"

"I'm fine Chuck. Aren't I entitled to a little breakdown once in awhile? The thing about it is, I'm finally thinking clearly and I know what I want. It's not you. You were my step out of reality, but those things never last. I'm going back to reality now Chuck, and so should you." Who was she kidding? He wasn't a step out of reality, he was her reality. He didn't try and change who she was, or disapprove of the things she did. She just hoped he wouldn't see through her lies.

Chuck glared at her. "You mean Nate? You're going back to Nate? News flash Blair, he left you. He left you for your best friend."

"At least he loved me."

"Right, he loved you so much that when he was with you, he was thinking about Serena. About the night they spent together while you were away. He pined for her for a year Blair. A year that he was supposed to be your boyfriend, the one who loved you."

"You don't know what you're talking about."

"Oh I do Blair. Who do you think he talked to about Serena? Who do you think knew all about how he missed her smile, the smell of her hair, and just being with her?" He knew he'd gone too far, but he needed her to see that Nate wasn't the one for her. He needed her to see that her Prince Charming was nothing but a frog in disguise.

"Get out," she whispered. "GET OUT AND STAY THE HELL AWAY FROM ME."

Chuck opened the door and walked out of her room. "We're not finished Blair." He shut the door and walked away as he saw a vase full of flowers being thrown at his head.

As the vase crashed against the door, Blair noticed the card that was with the flowers. She picked it up from the beautiful rose arrangement and only knew of one person who sent her roses.

My dear Blair-bear,

I'm terribly sorry to hear about Chuck. Roman and I will be flying out to see you tomorrow. I love you dear.

Daddy

"Blair, honey, is everything alright?" her mother called from the bottom of the stairs. "I'm coming up."

"No! I just dropped Daddy's flowers. You don't need to come up."

"Well, I'll send Dorota to clean up the mess."

"NO!" Blair shouted. "I don't want to see anyone Mother! Not you, not Dorota, not Daddy or Roman, or Nate and Serena! NO ONE!"

Eleanor sighed as she clutched the staircase railing. She wanted to do something, and she thought she helped by calling Harold. Harold always had a special bond with Blair. He always knew what she needed, and she had a feeling that this was a problem that not even he could fix.

"I guess this is a bad time," Serena said from the front of the elevator as she clutched Nate's hand.

Eleanor turned to the two guests and offered a smile. "Nathaniel, Serena, it is nice to see you both."

"Eleanor," Nate said as he greeted her with a hug and kiss on the cheek. "How is she?"

Eleanor sighed. "She's… angry. She doesn't want to see anyone, not even Harold."

"Harold's here?" Serena asked.

"No, but his flight will be landing tomorrow morning and she had said she didn't want to see him."

"And me?" Serena asked sadly. She knew that things were never going to be the same between them. Although she had been with Chuck when her and Nate started things, she knew Blair would never be okay with them as a couple no matter how happy she was.

Eleanor looked at Serena in sympathy. "She just needs time Serena."

Serena nodded sadly. "Of course."

"We'll just come back another time," Nate said as he led Serena to the elevator.

"God, I hate this," Serena said as the elevator doors slid closed. "I hate that she's hurting. I hate that she doesn't want to talk to me and I hate that Chuck's gone."

Nate pulled Serena into his arms and kissed her hair. "Give her time. This is Blair we're talking about. She's dealing with it the only way she knows how; by pushing people away. But we won't let her push us away okay. We're going to be here for her no matter how hard she pushed."

Serena removed her head from Nate's shoulder and looked up at him. "She was happy with Chuck. She was happy and moved on from you. I didn't…"

"I know. And she knows that. But that's not what this is about Serena. This is about Chuck."

Serena scoffed. "Easy for you to say. She just stopped talking to you Nate. She didn't completely cut you out of her life. She cut me out of her life."

Nate sighed. "I don't want to fight with you Serena."

"We're not fighting Nate. I'm just telling you how it is. You don't get the sneers, or the blatant attempts at pretending you don't exist. It hurts Nate. She's my best friend. I just want to help her and she doesn't want me to."

"She was one of my best friends too Serena. You weren't the only one who lost someone when we got together."

Serena backed away as though she were burned. Did he regret being with her? Did he regret losing not only someone who was his best friend, but who was his girlfriend for over 10 years? "Is that how you feel?"

"What? No! I don't regret being with you Serena."

"But you regret losing Blair?"

"Don't put words into my mouth. You started this. You can be sad you lost your friend, but I can't be?"

Serena knew she was being irrational. "I'm sorry. It's just everything with Blair… and Chuck… I can't -"

"I know," Nate whispered as he pulled her into his arms again. "I am too."

"Do you wanna come over?" she asked as they walked out of Blair's building.

Nate smiled at his girlfriend. "I would, but I promised my mom I'd do something for her? Rain check?"

"Sure. How about sharing a cab?"

"I was actually thinking of walking home. Clear my head…"

"Oh," Serena said sadly. "Okay. So I'll see you tomorrow?"

Nate kissed her and flagged down a cab. "We'll have breakfast."

He watched as the cab rounded the corner and retreated back to Blair's penthouse. On the elevator ride to the top floor, he thought back to Serena's question. Did he miss Blair? Of course he did. They'd been together for so long that it was crazy to not miss her. They had such a big history together that it was impossible for her to be completely gone from his life.

"Nathaniel," Eleanor said in surprise. "I thought you and Serena left."

"Serena had to go, but I wanted to see if I could speak with Blair."

Eleanor shook her head. "I don't think that would be such a good idea. She was very specific about not wanting to see anyone."

"Please," Nate pleaded. "I can't stand knowing that she's hurting and not do anything."

Eleanor looked at him skeptically. She wasn't sure what happened between him and her daughter, but she always loved Nathaniel like he was her son. And she knew that next to Harold, he was the one person who could make Blair feel better.

"Go ahead."

Nate wanted to jump for joy, but instead gave a smile. "Thank you. I'll just…" he trailed off as he headed for the stairs.

Nate reached Blair's door and paused before he knocked. He hadn't felt this apprehensive about talking to Blair since… Since he came to tell her about him and Serena.

"Blair," he called as he knocked slowly. "I know you're in there, and I know you're not asleep. You hate people who sleep in the middle of the day. You don't think it's very productive. Let me in."

When she didn't respond, he slid to the floor with his back against the door. "Okay. That's fine. I'll just wait here until you're ready to let me in."

Blair stared at the door from her spot on the bed. She scoffed at his pathetic attempts to get her to open the door. He could starve out there for all she cared. But he probably wouldn't. Knowing Dorota, she'd probably feed him a five course meal outside her door. She really needed to have a talk with that woman.

Blair got up from her bed and decided to get it over with. The sooner she heard what Nate had to say, the sooner she could get back to her own self pity. Who cared if Chuck was gone… or that he'd never loved her. The thought brought tears to her eyes. She cared… she cared a little too much.

"I miss him too you know," Nate said from behind the door. Her hand paused on the knob as she waited for him to say more. "He's been my best friend for so long that I don't know how… I don't know how to do this without him."

She could hear the tears in his voice and she wanted nothing more than to fling the door open and wrap her arms around him. She stopped herself before she could do something stupid like that. He wasn't hers to comfort. Not anymore.

"He loved you, you know?"

Blair slid down the door as she heard that, not trusting her knees to keep her up. No he didn't, she thought sadly. Had you fooled too huh?

"He was always on my ass about how I treated you badly.... how I should appreciate you more when we were together. I wondered what that was about. I always thought it was because we were all friends, and he respected you the most, but it was more than that. So much more than that."

They both leaned their heads against the door as they thought of their friend. Blair wondered how much Nate really knew, whether he was lying, or if he was just plain blind. Nate wondered how everything got so messed up. How he would go on without his friend.

"I'm sorry that you didn't get more time with him. But I'm glad you had him. You deserved better than what you had with me. You deserved him."

Blair stared at a single rose petal that she missed when she cleaned the mess. She fingered the softness and shut her eyes. She deserved better? Chuck physically left her! How was that any better than being cheated on?

"I know that this probably doesn't mean much… but I am sorry. About everything."

Blair scoffed. She'd heard that already. Besides, she was over their betrayal. They meant nothing more to her than a random couple on the street.

"If you ever need to talk, I'm here for you Blair."

There you go again, Blair thought. Leaving me. She listened to the retreating footsteps and then made her way to her bed. She got under the covers and sneered at the door, as though Nate were still on the other side. "Shows what you know. I'm taking a nap."

Blair woke to the warmth of someone's arms around her. She leaned into the arms and breathed deeply. Chuck, she thought. As the fog lifted and she fully woke, she began smacking his arm.

"What the hell are you still doing here?! I thought I locked that door."

"You think a locked door is going to keep me from you? Nate just doesn't care enough to try and get in," he said letting her know he'd known Nate was here.

"Did Nate see you?"

"Yeah, we had a nice chat on his way out," Chuck replied sarcastically.

"I don't have time to deal with you. So you need to leave me alone. Go back to Paris, or Italy, or wherever the hell you go when you -"

"What did he want?"

"Who?"

"The prince of Egypt," Chuck deadpanned. "You know who Blair. Don't play dumb, it doesn't suit you."

"He was here confessing his undying love for me," she said wanting to get a rise out of him.

"Oh yeah? Is that why he instructed the cab driver to take him to Serena's after telling you he loved you? Gotta hand it to the man. He's having his cake and eating it too."

Blair glared at him. "Actually, he was confessing your undying love for me."

"I'm not playing this game with you again."

"What game?" Blair asked, anything but innocently. "There's no game. His exact words were: 'he loved you you know?' Funny how everyone else can see and say it but you."

"Everyone else is wrong."

"Then we have nothing else to talk about," she said as she made her way towards the bathroom door.

Chuck grabbed her elbow before she could shut the door on him. "We have plenty to talk about. Why don't we start with Nate? What the hell are you thinking trying getting involved with him?"

"Why?" Blair sneered. "Jealous?"

"Of him? Hardly. He'll never make you happy."

"And you can?" Blair cried indignantly. "At least he's still here! At least he's admitted on more than one occasion that he loves me!"

"Love Blair? You really want his brand of love? The same kind of love that slept with your best friend? The same kind of love that pushed you away after sleeping with said best friend and made you feel like you did something wrong? That's what kind of love you want?!"

"No! I want to be loved Chuck!"

"You are loved Blair. By your parents, Serena, hell I'll even admit that in his own twisted way Nate loves you too."

"And you?"

Chuck shut his eyes and let go of her arm. He was never going to win this one with her. "I don't want to fight with you Blair. Can you please just… I'm going to have to leave soon and I don't have much time. I want to know that you're okay."

Blair pasted on a smile. "I'm just perfect."

Chuck lightly stroked her cheek at her attempts to convince him she was okay. "I always could see past what everyone else couldn't. You're not okay Blair."

Blair's face fell as she lost the battle to remain strong. "I'm not going to be okay… I'm never going to be okay."

Chuck pulled her into his arms and held her. "You're Blair Waldorf. This is just a bump in the road that you're going to get over. I need you to get over this. I can't leave here without knowing that you're going to be okay."