A/N: This is the definition of porn without plot. Set in the earlier seasons. Specifically? You decide. C's personal favorite time is right now, while Humpty is all by his lonesome in Brooklyn. The only thing you need to know is that...it's a first for both of them.

There was something about sleeping in Chuck's embrace that was extremely calming to Blair. She had fallen asleep almost instantly, and slept soundly throughout the night. No insecurities, no troubles, just…calm, peace, and warmth. He may not like cuddling or being affectionate (so he'd said in the past), but…he was so good at it, so comforting. Blair awoke before him, which was expected (he was a boy and didn't need nearly as much time as Blair did to get ready, and he was Chuck Bass, and being late wasn't a rare occurrence). She smiled fondly as last night came back to her, noting that their positions hadn't changed from when they fell asleep, which made her smile widen. Blair slightly moved so she could look up at him, and began to open her mouth to wake him up, when she thought of a better idea-a look of adoration and mischief working its way across her face.

Chuck, meanwhile, was in and out of dreams. The majority of them didn't make any sense, and he wasn't sure that one didn't consist of his father sending an army of private investigators after him. Then, though, there was Blair, and just Blair. In her room, or was it his? It was a strange mix of the two, but all he knew was that he was that she looked incredibly sexy in whatever it was she was wearing, which wasn't much. Her breasts were full and pushed up inside of a red and black corset, and her thighs were creamy and silky smooth underneath a pair of garters and stockings. Her hair was wild, like he'd already thoroughly had his way with her, and it just added to her attractiveness. Her lips were full, bee stung, clearly ravished, and God he just wanted her naked.

She was denying him, though! She was denying him! Wasn't this supposed to be a dream? Or was this some twisted version of a nightmare? She wasn't getting naked, not letting him see the glorious sight of her… anything, really. But… but… oh.

In his dream, she was sinking down onto her knees then and taking his pants with her (or had they magically disappeared in his mind?), and he was hard and ready for her. Definitely a dream, then, because Blair, real-Blair, had never done this. His hand moved to her tousled brown hair and fisted in it in reaction to the volts of pleasure that were shooting through him (and he was completely unaware of the action being mimicked in reality). Then her pretty pink mouth was on him, sucking, and God it felt good!

"Blair…" he muttered, eyes still closed in slumber.

A quiet, wordless exclamation left him and he felt his muscles flex as he pushed upwards after a gentle but firm pressure was applied to his length. So fucking hot… dear God please just suck me.

This had to be a cross between the strangest and the most erotic dream he had ever experienced. Normally when he was in a dream, he had a relative amount of control over it, or he at least knew that he'd get what he wanted. If he wanted a girl to suck him off, she would do so, happily. If he wanted to fuck her, then it would take that turn with a blink of his subconscious' eye. If he wanted to have an orgy, then he could, without having to kick any of the girls out after because they'd just up and disappear.

This Blair, though, seemed to be taking her sweet time with the task at hand, and he was feeling an unbearable amount of frustration. She just… she was staying in the same place for the longest time, and it wasn't that it wasn't enjoyable, but it was strange that she wasn't…. And it was stranger still that he was oddly immobile, and unable to do or say anything to communicate to her what he really needed from her. All he could do was hold onto her hair for dear life and mutter her name in a way that he could only hope was encouraging and could tell her what he needed. He tried shifting forward, but still that didn't trigger what had to be the fantasy version of her to move forward and take him farther. And it was the fact that he didn't know why that was bothering him.

Then out nowhere, she was sucking him, deeper, and it was incredible! It was like he could actually feel the soft, warm caverns of her mouth taking him into her, like he could feel the silky softness of her around him. If this was what he got for all the difficulty his subconscious had been giving him in constructing this fantasy, it was well worth it. He'd delay it a hundred times over if it felt this good.

"Yes…" he said the word somewhere between a hiss and a sigh, hips rocking upwards just a bit in response to the warmth he was feeling. He was slightly concerned for a moment that dream-Blair was going to torture him again, but he was blissfully proven wrong when she began to slide up and down, up and down, squeezing him and licking him and fuck this was incredible!

A very real, very close, sounding moan was brought to his attention then, and it was joined by an intense vibration running right through him.

"Blair!" His voice was hoarse, thick with sleep when he said her name loudly, and it was like he was being sucked out of a vortex. One minute he was sleeping, looking down at a vixen clad in lingerie, and the next he was staring at the back of his eyelids and he was still feeling that wonderful fucking sensation around his hardness.

Hazel eyes popped open and he became aware of his hand fisted in her silky tresses, and his lips parted as he stared down at her, thoroughly bewildered but even more so, turned on beyond belief. Because Blair fucking Waldorf was between his legs and her mouth was around him, sucking, and her tongue was doing unspeakable things. It was the single most hottest thing he'd ever seen, and that was saying something since he'd seen her naked.

"Fuck!" He exclaimed, slightly breathless, the word capturing his pleasure and his shock at waking up and having this be the first thing he saw.

"Blair, wh…." Who cared what she was doing, so long as she…. "Don't… don't stop," he muttered, mouth twisting in an odd grimace of ecstasy.

Blair's hand moved just a little bit faster, held him a little bit tighter. Her tongue and mouth worked him and she tried out alternating patterns. After a few, frantic strokes of her mouth, she pulled back from him completely, her hand making up for the absence of her mouth, a grin spreading on her features at his request for her to keep going. The squeezing pressure on his length from her firm but dainty palm did entirely different things to him.

"That's…" the encouraging 'it' got lost in a groan, and he shifted his hips up into her touch, approving of her actions. She took a barely-there moment to contemplate what her next move would be, when her eye caught a small glistening bead on the tip of his erection. Inwardly, she wondered what it would taste like.

Blair's eyes flashed up towards his, before she leaned forward, and her pink tongue darted out experimentally to taste him.

Salty, sweet, purely Chuck.

His teeth clenched together and it was all he could do not to thrust up into her mouth with force. The action was so deliberate, innocent yet not…. Hardly a moment later her mouth slid down on him, and she moaned again, realizing that it had been the best trigger from before. She wanted him to come, needed him to reach that completion they both so desired. She increased her speed slightly, and fell into a rhythm, eyes trained on him the whole time, feeding off his the sounds that slipped from his throat, and loving every single second of it.

Chuck felt his neck muscles stiffen with the effort he employed to hold back an almost embarrassingly loud and boorish sound. He could feel small explosions in his system, each one bigger than the last. They were in his veins, at the end of his nerves, driving him insane with sensation. His balls were starting to pull, feeling tighter and tighter, and he swore he stopped breathing for a moment before….

A guttural groan, mixed somewhere with her name, tumbled from his throat as his body seized stiffly and he pushed up of his own volition, holding her head in place selfishly while he finally tipped over the edge into pure bliss. Ropes of himself shot forward into her mouth, and he was heaving great, ugly gasps as they did, his hold only gradually loosening on her as he finished. Blair swallowed all he had to offer greedily, and found herself not put off at all by the taste. Her movements began to slow, until his body relaxed beneath her, and she slowly lifted her head, licking her lips to make sure none of his essence went to waste.

"Fuck!" he exclaimed breathlessly, quietly.

"Good morning, Chuck."

A/N: There's some reverse action in store in an attached one-shot if we get some reviews on this that would like to see a continuation. After all, we all know how much Chuck likes to return his favors….