I own nothing!!

I am housekeeping all the stories I started and never finished, this one is not quite as finished as it is supposed to be, there is scope for a sequel depending on how well it goes down. Please forgive lameness as I am just trying to clear out deadwood and my creative bone was broken in a terrible snorkelling accident...

THIS STORY IS SET IN THE SUMMER BETWEEN SEASON 1 AND SEASON 2 SO PLEASE REWIND YOUR MIND BACK TO THOSE GLORY DAYS BEFORE THE TOMFOOLERY THAT HAS GRACED OUR SCREENS IN RECENT MONTHS.

they live in the gray twilight

"I've noticed your hostility towards him ... I ought to have guessed you were friends."
- Malcom Bradbury

*****

As Blair walked onto the full to capacity aeroplane she was more than grateful that her father had booked her into First Class, after the weeks she had had waiting for Chuck to show up or even to call all she needed was 6 hours of alone time. No Daddy asking if she is alright or Roman catching her crying and most of all she didn't need any hourly updates from Gossip girl on Serena and Nate's obviously burgeoning love affair.

She found her seat and collapsed into it, melting into the umptious leather and sighing. She quickly found her eye mask and settled in for the flight. She intended to be well and truly asleep before the stewardesses came around with their chocolates, lobster and champagne. After two weeks of French style comfort eating she thought, that if she saw another plate of food she might throw up.

She was just dozing off into a world where Chuck Bass was her indentured slave and Nate was her topless personal barman, both of them were mute and served her devotedly, when she felt something land on the seat next to her. Lifting her eye mask an inch she could see it was a laptop bag, she could see the torso of a man in a mid priced suit, last season's Calvin Klein at a guess who was looking at his ticket. Urgh she thought how hard is it to direct yourself around an aeroplane.

Plastering on her foolproof nice girl smile, she slipped the eye mask off her face and looked up at the owner of the laptop case. "Hello you seem a little lost, can I help at all?"

"Umm I don't think so" He replied in a strong New York accent looking down at her dubiously "it looks like this is my seat but I specifically requested that I sit alone"

"Well I am sure that they can find you another seat" she smiled back at him "perhaps something in Coach is available"

As he made his way towards the stewardess station she pulled her copy of The New Yorker out of her flight bag, according to Serena Cabbage Patch's story was in this edition. Not that Serena could bring herself to read it so Blair was doing her duty as best friend and reading it for her, apparently it's a story about the first time he met her. She was just getting into it and hoping that the snotty brunette introduced in the first paragraph was not her when the man with the laptop bag returned.

"So this is my seat, and you are my flying companion" He announced before sitting in the seat beside her

"Great" she said with just enough sarcasm that he thought he heard it but not enough to make him sure. The last thing she needed was any sort of Flying companion!!

"So what you reading Dorothy?" he asked looking at her with a strange look on his face

"Are you talking to me?" she asked curiously, Dorothy? What's that about then she looked down at her red jimmy choos, so he thought he was a comedian this flight was going to be torture

"Sure am" He affirmed looking her over "you don't look like the typical demographic for the New Yorker"

"Is that right?" She smiled at him wishing he would just be quiet and let her enjoy her magazine "What publication do you think I should be reading?"

"Umm an Eleanor Waldorf Summer dress paired with bright red Jimmy Choos….you look like a Vogue to me, but then again that headband screams Cosmo Girl"

"And your label savvy screams Gay Times" she responded almost instantly, how did such a badly dressed man have such an eye for labels she wondered.

"Touché, nice comeback" he chuckled and held his hand out for her to shake "Phil Spencer, and when you have finished that I wouldn't mind having a word with you about what you thought"

"Why do you work in Marketing? It would explain a suit which cost less than your ticket" she asked enjoying the opportunity to play with this unexpected distraction.

"No I'm the editor, it's our summer fiction issue, always a bit controversial, and it would be good to know what the U.E.S thinks of it" he explained

"U.E.S – you don't look like the typical demographic for Gossip girl" she smirking raising an eyebrow at the now blushing man

"Again well said Ms…"

"Waldorf, Blair Waldorf" she finished for him as she took his outstretched hand with a smile

*****

Three days later

"Friendships last when each friend thinks he has a slight superiority over the other."
- Honore Debalazac

Blair ran for the elevator her stilettos making clicking noises as she crossed the marble floor, she loved that sound it reminded her of being a little girl and going to work with her mom, made her feel so grown up to be making the same noises as her mom made all those years ago. It was an incredibly soppy thought and one which she would ever admit that to anyone.

As she stepped into the empty elevator she composed herself after her brief run, smoothing down her black pencil skirt and straightening her blouse. She couldn't believe that 4 days ago she was sitting in the sun in France in her bikini and now she was interning at the New Yorker, what a difference a plane journey can make. She had gotten on like a house on fire with Phillip and after her revealing her desire to get into fashion journalism he had offered her an internship. It was like the devil wears Prada in reverse, and at least no one could accuse her of using mommy's name to get this job. She had secured this position based on her razor sharp wit and the fact that she had a limo waiting to go into the city on a day when there were no taxis available.

She pressed the button for the 5th floor but before the elevator could move the door slid open again to reveal a panting Dan Humphrey.

"Blair" he said in-between pants "what are you doing here?"

"I should ask you the same question cabbage patch" she sneered, this guy had broken her best friends heart, as much as she understood why, rules must be obeyed and one of those rules was that you ice the best friends ex. Although Serena was currently getting very friendly to her ex, so maybe someone had rewritten the rules whilst she was in France

"Today is the first day of my internship I meet the editor a few weeks ago and he offered me an internship" he said a huge grin and an intense look of pride on his face "Wait, why I am telling you this, what are you doing here?"

"Actually I am here for an internship" her smile barely concealing her contempt "Phil obviously gives out internships the way your friend "Sarah" gives out liquid ecstasy"

"Wouldn't you be more suited to the vogue floor of the building, or even glamour, modern brides anything apart from political commentary and satire?"

"have you been to the upper east side I would say I was more skilled than most in the area of political commentary and satire Brooklyn" she remarked shooting him a look of distain "Anyway a little cliché isn't it fashion designer daughter interns at Vogue…"

"Very true I guess it might be a good idea for you to make your name on a rag like this before gracing the pages of Vogue, it's like the Devil wears Prada on it's head"

Blair giggled into her hand looking up at Dan incredulously "Brooklyn, I had no idea that you had such eclectic cinematic tastes?"

"Have you met my sister?" he gave her a smirk that 2 weeks ago would have reminded her of a certain scarf boy "Going up or going down?"

She gave him a once over, maybe this internship would be more fun that she had imagined "Wait and see Humphrey wait and see"

*****

Six weeks later

"A woman can become a man's friend only in the following stages - first an acquantaince, next a mistress, and only then a friend."
- Anton Chekhov

"So this is Blair's Lair?" asked Dan shrugging off his jacket and looking around the room.

"I can understand that you might be confused I mean there is a bed in the middle which screams bedroom but where or where is the garage door?" she mocked but she did think that the garage door was incredibly ingenius and just wacky enough that it was quite cool.

"Oh Starbucks I thought we had gotten past the classist abuse," he joked walking around her room taking in the essence of Blair Waldorf "you have domestic help and I have a super, my mom is neglecting her duties in Hudson and your mom does it from Paris, my dad is a somewhat past his prime musician and gallery owner and your dad is..."

"In another continent with his BOYFRIEND" she interrupted sitting down at her dresser fiddling nervously with the nail varnish bottle she had left out that morning. "Come on Cabbage you know that life isn't so sweet in this postal code"

"No but the sheets are a hell of a lot nicer" he collapsed on the bed stroking the rich satin of her comforter.

She spun around and walked towards him on the bed her face the picture of an Upper East Side socialite as she channelled CeCe Rhodes "I don't see how my sheets are any concern of yours"

"They're not" he sputtered sitting up his face becoming redder by the second.

She held our as long as she could before collapsing on the bed next to him in a fit of giggles at his obvious discomfort "I was just joking Cabbage you can relax I am not after a full set you know" His look of utter confusion begged for explanation. "A full set you know the boyfriend, the boyfriend's best friend and the best friend's boyfriend. Even I have some limits"

"I know its all Chinese whispers but the story I heard involved you breaking up with Nate before hooking up with Chuck" he made a gagging motion as he said Chuck's name "And well hate to break it to you but Serena and I broke up weeks ago and we are not getting together any time soon. Not that I am giving you a red light to jump my bones or anything, just saying you are not a...."

"Slut?..." Blair filled in for him "not sure if I believe it but it's good to hear and don't worry I am not going to jump your bones, last I heard it was neither Christmas nor your birthday let alone all of them rolled into one." She threw a pillow at him hitting him squarely on the head.

Dan grabbed her and started to tickle her pinning her on the bed "So you think you are too good for me hey? Do you need reminding of why your office nickname is Starbucks?"

"Me thinking I'm too good for you? Dan what world do you live in, do you think that I've been blind for the last few months? I have seen you, looking at me barely disguising your distain, rolling your eyes every time you had to share air with me." She pushed him off her, suddenly feeling less playful "I know what you think my world, my friends, my family, what you think of me."

He sat up beside her and rubbed her back "I'm sorry, you are right. I judged you; I never bothered to get to know you even when I saw what an amazing friend you have been to Serena, to Nate, even to Jenny. I know you got her that internship, but I still didn't bother to think about whether you were deeper than the steps at the met and bagging yourself a billionaire. But this summer I have seen a different side of you, maybe it's what Serena sees all the time"

"So I am not the devil incarnate?" she questioned mockingly her big brown eyes challenging his matching pair.

He rose to the challenge holding her gaze in a way that made her think she might have underestimated him "No and I'm not just a boy from Brooklyn with a cabbage patch doll"

"I know that Dan." She had to admit. Somehow this summer this Brooklyn Boy had become impossible to lie to, it was as if she had emotional diarrhoea around him they had conversations about break ups and parents and whether Chinese food was better north or south of the river. "I have always known, you don't get to be Queen B without sussing people out pretty quickly, I know you are a good egg but you don't get to stay Queen B if you get to know boys from Brooklyn with cabbage patch dolls. There is always some girl from Brooklyn waiting to take your crown."

She looked at him pointedly; Dan of all people didn't condone Jenny's actions earlier that year, he hated that his sister had been the centre of such scandal, lying, stealing, gossiping but lately he felt like he was getting his sister back. "Is the crown really worth that much Blair?"

"When you have had everyone you have ever love, leave you, hurt you betray you in one way or another feeling all alone in a room full of superficial groupies is preferable to being all alone in a room with nothing but your demons, wondering what you keep doing wrong to make everyone leave." she turned away from him, suddenly feeling incredibly vulnerable her eyes drawn to the door of her en-suite and her defence to facing the truth.

Dan held her chin and turned her face back to him and as he stared into her tear filled eyes he didn't see the Queen B in front of him, he saw Blair, a girl who's father left, whose best friend slept with her boyfriend then left. Whose boyfriend was in love with her best friend and left and who sought solace in Chuck Bass of all people who of course left her? He pressed his lips onto hers and hoped that for a moment he would be able to stop her tears from falling.

For a second she was somewhere else, she was someone else, not Blair Waldorf kissing Dan Humphrey. There was no way that Cabbage Patch could be this good a kisser, there was no way that she would ever be finding out how good a kisser cabbage patch was. She pushed him away before that second became a minute and she really lost her mind "What was that? She gasped trying to get her breath back.

"A kiss"

She gave him a look that told him not to mess with her, a look that he had gotten very familiar with over the weeks, he always wondered when he saw it whether Blair was destined for a career in Prison management or kindergarten teaching. "Ok wrong question why did you do that?"

He smiled at her, as if they were just having another of their arguments like she were asking him why he was quoting Friedrich Nietzsche in his article and if she should get someone to change his desk sign to Misogynistic pig. The moment after he kiss her after getting over how incredibly soft her lips were he wondered if it would be awkward if he was ruining whatever it was that they had developed in the past weeks. "You opened up and I liked what I saw, I've liked a lot of what I have seen these last few weeks, you are just so..."

"UnBlair like?" she finished for him her face set hard as she spoke the words

"No"

"That's what Nate said," she explained "that's why he wanted me back because I was so unBlair, I was happy and open and carefree, things that Blair can't possibly be. Fun is Serena's domain, I do sarcasm and picking up the pieces."

"I didn't say you were unBlair, you are Blair, you are altogether the most repulsive and simultaneously most attractive person I have ever met, and I am enthralled by you. Every day I notice something new, something different; you are like this puzzle unfolding in front of my eyes. I don't know if it's because post Serena my lowly status makes me insignificant or if it's just right place at the right time, but I get the feeling that I am seeing the real Blair Waldorf, I have gained membership of a pretty exclusive club, one that Nate obviously didn't meet the entry requirements of." He explained staring into her eyes, in truth he had been dreaming of kissing Blair for weeks. At some point his dreams had gone from blonde waves to brown curls, he dreamed of being a prince kissing snow white, waking her from her slumber, freeing her from her ice coffin.

"You know I am excited everyday to go in and get to spend a 8 hours bantering with you and knowing you can match my ever point, I have never had that, not with Vanessa, especially not with Serena. Watching you the way you hold your pencils between your nose and your top lip when you are concentrating, and god those pencil skirts you wear and the shoes. The way you look at me, I don't know what I am feeling but I just wish you weren't... I wish I wasn't..." he held his head in his hands.

This was a disaster, boys from Brooklyn didn't find themselves caught between two girls from the Upper East Side; he wasn't Nate Archibald. He had never gotten how Nate could be attracted to Serena and to Blair they had been so different to him. Serena was a ray of light and Blair was just this uptight bitch but he had been blind, blind to Serena's flaws even more blind to Blair's charms. Nate had managed to juggle the two of them have his proverbial cake and eat it but Dan had too much respect for Blair and Serena to suggest anything like that, he just wished it wasn't so complicated, that he could have met two amazing but different girls and that they weren't lifelong best friends.

Blair cut into his thoughts "But you are... and I am.... " her brown doe eyes looked at him like he was a puppy that she had to give away, sad but determined, even if her voice did tremble slightly as she whispered the last part " and we can't..."

"But would you if you could" he asked with a cheeky grin, as always a glutton for punishment.

"I don't know," Blair confessed truthfully "you are a such good guy Dan"

He chuckled and stood up from the bed throwing her a look of embarrassment "Oh god don't pity me"

She stood up to meet his eyes, he was taller than he looked, she knew that seemed ridiculous but she had always seen him as skinny, short insignificant. She was confused and bewildered by Serena's attraction to him but over the weeks, she had seen him in a new light. one of Phil Spencer's essential tasks for interns was taking part in a voluntary activity, that year they had had to spend a week remodelling a women's refuge in the Bronx, all jokes about the project being better than his own home stopped when after a rather vicious paint fight Dan had taken off his skirt to protect it. she thought that the girl who had slept with Nathaniel Archibald Manhattan Adonis would not be phased by the skinny boy charms of the Brooklyner but suddenly she saw what Serena saw. she had been staring at him unabashedly when he dumped a half litre of blue paint all over her Eleanor Waldorf summer dress.

"Let me finish Cabbage Patch... you are a good guy, not a bad guy trying to pay prince or a good guy trying to play bad, you are plain old "shirt and tie", kiss on the doorstep nice. I do not know how that works. I don't know if I have a good guy setting." She admitted shyly

"Partly I don't want to turn the good guy into the guy that messes around with the best friend of the girl of his dreams." He winced at her words at the truth and the fiction within them "But mostly because I adore every minute of the day spent with you in that un-air-conditioned ridiculously small office, I don't mind that you steal my pens and always trick me into going to Starbucks for you, I don't even mind your Bukowskyesque misogynistic musings on women. It's not just the right place at the right time, it's you, you make me open up because I know that what I see with you is what I get, you didn't have any expectations of me so I was an instant high achiever. I just feel can be vulnerable with you, I can tell you that my Mom doesn't like me and that Chuck dumped me I don't need to put up a front to keep your loyalty. "

She stroked his face and stared into his eyes for what felt like it might be the last time before she allowed herself one last, one first hug

"I like you a hell of a lot more than I should and "I wish" as much as you do but I can't be with someone who is in love with my best friend, I am not going to be second choice to the leggy blonde, not again I deserve better than that." She whispered as she held him physically closer than she ever had before, emotionally closer than she had held anyone before. "I can't lose S again, I can't cope without her. My life is better with her in it, we are sisters and I love her."

"I should leave shouldn't I?" he asked stepping away and looking down at little bundle that had managed to evoke so many emotions in him. He dreamed of waking her from her waking slumber or helping her out of her glass coffin, showing her how to live but in her own way, she had taught him so much more than he had imagined. Somehow, he knew that his next story would not be all about boys from the wrong side of the tracks and golden flawless princesses, Blair Waldorf had taught him to see the grey in-between the black and white world that he lived in and he knew that he would never be able to repay her for that priceless lesson.

"Yeah you should." She said in her most dismissive tone refusing to look up at him, not trusting herself not to do something stupid like take a chance on the boy who had seen the real her, not the debutant and not the stripper, but everything in-between. If she looked up she might reason with herself that Serena would barter one ex boyfriend for another, that it made sense that the queen would look for an intellectual equal in a king.

He stepped away from her grabbing his coat and walking towards the door; just before he left, he turned and looked at her one last time, at his Blair before she disappeared forever , destroyed by neither victory nor defeat, but by convention and expectation. "Just so you know you wouldn't have been second best, I don't see how you ever could"

The End

Far better it is to dare mighty things, to win glorious triumphs even though checkered by failure, than to rank with those poor spirits who neither enjoy nor suffer much because they live in the gray twilight that knows neither victory nor defeat.

Theodore Roosevelt
26th president of US (1858 - 1919)