Disclaimer: Gossip Girl does not belong to me.

A/N-Sorry for the long gaps in between posting, I got sidetracked by some other things. Thanks much for the reviews, I'm sorry that I didn't reply individually, I'm always horrible at that, but I'll work on that. Remember, if anyone has any prompts they want to give, please feel free. Special thanks to Meg for editing this!


Sleep

I.

He had never watched her sleep before.

It had never gotten that far between the two. It had always been quick, just a way to find a release.

Now, here they were, her fast asleep and he finally watching her sleep. They weren't even together, barely even friends.

As he watched her chest rise and fall slowly, he realized how innocent she looked. If he didn't know her like he did, he never would have known that they had spent several hours planning Georgina's downfall.

He heard small little snores escaping from her and he had to smirk. She would deny that she ever did that but he would always know the truth.

He pushed the hair away from her face so that he could see her more clearly. He traced her jaw with his finger, so badly wanting to kiss her there but he knew he couldn't.

As much as he wanted to cradle her in his arms, he knew he couldn't. For one thing, she would most likely murder him, especially considering he was supposed to be on the floor. Another, it would most likely kill his reputation. He wasn't supposed to care about girls. He was Chuck Bass.

But as he watched her sleep, he knew that he cared. He had never murdered those damn butterflies as she had wanted him to; he had just managed to keep them dormant for a while.

They had come back full force now though. They weren't going anywhere. They were there to stay.

As he watched her sleep, he knew that was where he wanted them to be.

II.

In their five year on-again, off-again relationship, Blair had learned that even Chuck Bass had a conscience. As shocking as it was to learn, he did have one, it was just hidden very well.

She had learned about it shortly before their second break up (which only lasted a grand total of two days, but she still counted it). She had fallen asleep in his room and had woken up due to the fact that she was only covered in a thin sheet. While she had been pulling the covers up, she heard Chuck muttering in his sleep.

At first, of course, she thought that someone had come into the room, causing her to look around the room wildly for some creature. After a few minutes and a few more muttered words, she realized that it had been Chuck.

She listened to the muttering for several minutes and had finally realized what he had been saying. Shocked, she had gotten out of his bed, pulling on her clothes as fast as she could, and darted out of there. She had cried herself to sleep after realizing that Chuck was incapable of giving up his womanizing ways.

Three days later, he had shown up in her room, confused as to why he had received a breakup text from her two days earlier. They finally talked—or in Blair's case, yelled loudly—and realized what Blair had heard was Chuck's conscience, muttering about how he had slept with someone who was important to his best friend. This, of course, was him talking about sleeping with her that first time.

So he was slightly delayed with his conscience at times, but he still had one.

That was why she was sitting up at that moment, watching him sleep, as she had been doing since he had fallen asleep three hours ago.

He had been so secretive in the past two weeks; she wanted to know what was going on. After getting nothing out of him while he was conscious, she had settled for listening to him in his sleep.

She wasn't even sure if what she was listening for was something that he should be guilty for. She was hoping it wasn't going to be, then she would have to dump his sorry ass again (though she would end up taking him back in another week, because that was just how they worked). She had been bugging him about it since he started being secretive so she was hoping that it was something good.

It still didn't hurt that to watch him sleep and see if he said anything.

She felt a little creepy watching him though, considering he had said not one word in his sleep. It was a good sign though, because it meant that he had nothing to be really guilty about. But she still didn't have any answers.

Crossing her arms, she gave a frustrated sigh. This was going absolutely nowhere.

"Blair."

He was awake. How long had he been awake for?

"As flattering as it is that you can't keep your eyes off of me, would you just come to bed?"

"Not until you tell me why you've been so secretive around me."

"Just give it up Waldorf."

"No. I will not give it up until you tell me." She was five seconds away from stomping her foot like a small child.

After all, she was Blair Waldorf and she always got what she wanted. She was not going to make any exception this time.

He shook his head, his stupid smirk still on his face. "I'm not going to tell you yet Blair."

She gave him her pouty face, which he usually couldn't resist (it was how she had a closet full of dresses and jewelry after all). He just shook his head again.

She glared at him, then thought of something. Desperate times certainly called for desperate measures.

Grabbing the ends of the robe she was wearing, she tugged them slightly. She suddenly had Chuck's attention, him knowing full well that she was wearing only a thin nightgown underneath—and nothing else.

She climbed onto the bed, taking a seat on his legs. She could already tell that he wanted her and not only because of the look in his eyes. She kissed him, he kissing her back hungrily. She knew that she had his full attention now.

She let it go on for a few more minutes, allowing him to take control. She was starting to lose herself and lose the reason that she had started this.

She pulled away from him, sitting back on his legs. He tried to pull her back down to him, but she somehow managed to let her head control the situation and resisted his touch.

He started running his hands up and down her bare arms, the robe having been discarded a few minutes ago. It was getting more difficult to resist him and she didn't want to lose this.

"No," she whispered, finally gaining full control of herself. "Not until you tell me."

He looked at her, obviously not believing that she was bringing this up again. "Seriously, Blair, this is not the time to talk about it." He let his hands inch up her thigh, causing her breath to hitch in her throat. "This is more important than that anyways."

She started to protest but found it harder as his hand went higher up. How did her plan get turned around on her all of the sudden?

It was because she was never able to resist Chuck's touch and he was never able to resist hers. This was a bad plan from the start.

She grabbed a hold of his hand, shocking both of them. "I want to know Chuck. Tell me now or nothing happens."

"I'm not going to tell you," he smirked at her, thinking that she was never going to be able to go through with what she had just said. It would only be another couple of minutes she was going to be writhing underneath him.

Her eyes darkened with anger as she glared at him. "Fine, you Basstard." She climbed off of him, pulling her robe around her as she walked out of their bedroom.

It took Chuck a minute to realize that she had just left him alone and that she was totally serious about going through with it. He hadn't thought that she had enough willpower.

He didn't have enough willpower.

He gave a frustrated groan. At this point, it was ruin his surprise or go to sleep.

Deciding to try the last option, he closed his eyes. He had to be up in three hours anyways, he figured sleep would be a good idea.

The only problem with that was every time he closed his eyes, the image of Blair on top of him was filling his eyes. That was not helping him at all.

"Fuck," he muttered.

He got out of bed, grabbing something out of the drawer before heading out of his room. He opened the door to the guest room where Blair had obviously set up camp.

He walked inside of the room, when he heard her faking snores. He shook his head; she was ridiculous.

That was one of the many reasons why he loved her and he was about to do what he had been keeping hidden for nearly two weeks.

"Waldorf, I know you're not sleeping."

More fake snores were a result of this. He smirked, despite the fact that she couldn't see it. He walked over to the bed, climbing in next to her. He slipped under the covers, placing his hand on her thigh, where it had been before she had left the room.

Suddenly the snoring stopped. He kissed her shoulder, moving closer to her neck. He heard her moan and he knew that he had her.

"Blair," he whispered into her ear. "Open your eyes and look at me."

She complied and he was glad to know that she was totally under his control at the current moment. He had been correct in thinking that she didn't have enough willpower.

He could turn back and not do what he had been intending to do. He could let the plans go on and he could just take her right there. She would probably be pissed off in the morning but it would be worth it.

But at that moment, with her looking at him the way she was, as if no one else in the world mattered, as if this moment only mattered, he threw the plans out the window. Plans be damned. They were Chuck and Blair anyways; they had their own way of doing things.

"Marry me."

He had her full attention now as she sat up in the bed. She looked at him, wondering if he was kidding.

"If this is your idea of a joke, Bass, I'll kill you in your sleep."

He shook his head, sitting up as well. "No, Blair, this is no joke." He pulled the small box that held her ring out from behind him, opening it, loving the sound of her shocked gasp. "This is what I've been trying to keep secret for two weeks."

"You…you just proposed to me." She paused, trying to catch her breath. "Wait. This is what you've been hiding from me? Not some woman on the side?"

"Blair," he said her name softly, still loving the way it sounded and stroked her cheek with his thumb gently. "When was the last time I had another woman? It's always been you."

She couldn't contain herself any longer as she threw her body into his, capturing his lips with her own. This was the best secret that Chuck had ever kept from her.

Pulling away from him, she looked into his eyes. "Yes, Chuck Bass, I will marry you." She wanted to kiss him again, she wanted to do a lot of things with him at that moment but before she could, she needed to know something. "How were you actually going to propose to me?"

"Our families were going to be there. Dinner at your favorite restaurant was involved. It's been in the works for weeks. Serena was even helping out."

"Sorry that I've ruined your plans."

"This is better."

"Better because you proposed to me because you wanted to have sex?" she questioned, a teasing smile on her face.

"Better because it's more us." He smirked at her once again. "And because now I can have sex with you…my fiancée."

III.

Chuck hadn't slept in nearly a month.

No, make that five months since he hadn't slept.

From the moment Blair announced that she was pregnant, sleep had not come easy to him. Not only because Blair constantly tossed and turned, but because he was worried about becoming a father. It was freaking him out to the point that he wasn't sure if he could actually do it.

Their baby was due in less than two months. He had two months left before he was going to have another life depending on him, another life to take care of.

It really and truly scared him shitless.

Not that he had mentioned any of this to Blair. He didn't need her losing any sleep over this. It was something that he needed to deal with, though he was apparently not doing too well with that.

He didn't want to be like his father. He wanted to be a good father to his son (or daughter as Blair was insisting). He wanted his child to look up to him, to admire him; not to hate and resent him. That was the last thing that he wanted.

And he was almost convinced that it was going to happen that way.

He hadn't told anyone how he felt, he just let himself lose sleep over it. It was probably noticeable to a lot of people that he wasn't sleeping, mainly due to the numerous amounts of meetings that he had managed to fall asleep in.

He just didn't want Blair to know. She would worry and he didn't need her worrying. She was worried enough about the baby and making sure things went perfectly (because Blair Waldorf-Bass wouldn't have it any other way).

"Chuck."

He was startled to hear her voice, turning away from the window where he had been watching the city below. He looked to see his wife sitting up in bed, staring at him.

"Why aren't you in bed?"

"You kept moving around, I figured it would be easier if you had more space."

"Our bed is huge, like me."

"You're not huge. You're beautiful," he replied automatically. These reassurances had been automatic since the first day but he didn't mind saying them, as they were always true. She did look beautiful to him, more beautiful than any other pregnant woman he had ever encountered.

"You have to say that," she said unhappily, crossing her arms.

He walked over to her, kissing her gently. "I'm not lying, Blair, and you know it."

She nodded slowly; she always accepted what he said, always knowing it was the truth. "Come back to bed?"

He obliged, climbing next to her. She rested her head against his chest, sighing lightly. He loved these moments, though he would never admit to her how much he loved when they just lay there together.

He could hear her drifting off slowly against his chest, though he wasn't foreseeing sleep coming for him anytime soon.

"Stop worrying," she muttered, her voice sleepy. "It's annoying."

"What are you talking about Blair?"

"You think I don't notice that you leave the bed every night. And you also think that I don't know that you're freaking out about our baby."

Our baby. His and hers. Theirs.

"I know you better than anyone Bass," she said.

He had to admit that this was true; she was the only person he was ever going to let know him completely. He should have known from the start that she was never going to be fooled.

"You're going to make an amazing father. You already are."

"The baby isn't even born yet. How can I be an amazing father?"

"The way you grab my arm tightly when we walk in the snow, making sure that I don't slip and fall. And the way that you've made sure that I get the best care, the way that you've made sure I get everything I need. You've taken good care of me—of both of us. That's how I know."

He sighed, kissing the top of her head. She was right; they both knew it. He let her words sink in slowly.

"Go to sleep now. Please."

He nodded his head. He was still worried about the impending birth but he was slightly at ease now. He closed his eyes and for the first time in months, he fell asleep.