Adrian had determined to speak to Blair that morning, planning on catching her when she left her penthouse and Chuck had gone to work. He'd got there early, just in case - and had looked up in surprise when she'd come out first. Before her husband, even. He'd watched her leave the building, noting the look of unhappiness on her face despite her flawless hair and dress. He couldn't have asked for better timing - his goading of Chuck yesterday must have worked.

So he'd tailed her down the streets, and had been on the verge of making his move when the blonde girl appeared. He'd cursed as he'd watched the two of them head into the nearest teahouse. He'd been planning on sowing further seeds of Chuck doubt.

(That sick part inside of him had also just wanted to talk to her).

Still, if she was upset and out of the way for the rest of the day, it suited the next part of his plan perfectly.

He couldn't help but smile to himself as he stepped out onto Carter and Chuck's corridor. He could hear the raised voices from the elevator.

"-Completely ridiculous, as usual-"

"-So much as look at her again, Baizen-"

Adrian opened the door to Carter's office, cutting Chuck off mid-snarl. Carter was on his feet too, and seemed equally annoyed; his glare only intensified when he saw the man in the doorway.

"What do you want?"

Adrian raised an eyebrow, but before he could answer, Chuck had interupted.

"Not to speak to you, that's for sure." He exuded cold wrath as he glowered at his enemy, only briefly looking round at the accountant. "I'll be with you in a moment, Adrian. I just need to sort something."

"For the last time," Carter sighed in irritation. "I'm not doing anything to her." His eyes shot to Adrian, narrowing. "Montgommery, on the other hand-"

"Actually," Adrian interjected. "I wanted to talk to both of you." He held out a file. "I'd like you take a look at this."

He was met with two frowns. He could see that Carter had guessed something, though; saw the look that was already entering his eyes before he'd even read the document. Carter knew him all right.

"What am I looking at?" Chuck demanded.

Adrian's voice was quite even. "Evidence."

"Of what, exactly?"

Adrian smiled at the hardness in Baizen's voice. "Fraud. Money laundering."

Chuck had gone very still. "That's impossible. These are Bass Industries accounts."

"Yes," Adrian agreed. "Apparently the Luccios are more than poor accountants. They're criminals too. There's proof in there of years of fiddling accounts. False insurance claims. Tax evasion." He shook his head. "You're lucky you fired them. Otherwise no one would ever even have realised."

"Impossible," Chuck snapped again. "My father knew everything that went on in this company. He would have noticed." He was sure his father wasn't always above underhand techniques, but there was no way Bart Bass would let that much evidence build. He was far too careful.

Adrian just shrugged, tossing the dossier down. "Believe what you like. The fact is, once this gets out, Bass Industries will be destroyed. And I'd say whoever's in charge of the accounts could even be facing prison. That's you and Biazen, isn't it?"

Chuck felt the room tilt alarmingly. This couldn't be happening. This had to be a joke.

"You're lying."

Carter hoped the same, but he knew Montgommery was too clever for that.

The blond shook his head sadly. "I'm afraid the authorities won't agree. If I were you, I'd start preparing for a long court battle."

"Why are you doing this?" Chuck's voice was little more than a growl. He couldn't believe he'd trusted this man. He couldn't believe he'd been so stupid -

But Adrian was shaking his head again. "Look, I'm sorry Chuck. I like you. Really, I do. You and your wife. But I can't ignore this - it's my duty to report it."

Chuck was holding the file in a death grip, stomach still lurching. This couldn't be happening.

Adrian moved closer to him, concerned. "Are you all right?"

"Get out," Carter snapped. "You've done what you came to do. Leave."

Adrian ignored him. "I'm sorry, Mr. Bass," he murmured. "I know this is the last thing you and Blair need, on top of everything else. Please tell her I'm sorry."

"Get. Out." Chuck spat.

Adrian frowned. "Look, I've apologised. I'm not trying to destroy you - I want to help you. It's a good thing you hired me when you did. After everything I've done for you - done for Blair - I really hoped we could stay friends."

Chuck's gaze snapped up at that, because there was something in the man's voice. Something deliberate. "What are you talking about?" Done for Blair? Hell, he'd met her - once?

The other man paused. "She told me. About your problems. About how scared she is that she won't be able to give you a child." He was quick to reassure Chuck - "Look, I know it's not my place. But she was so upset. She needed someone to talk to. I suppose...I was just there."

Chuck stared at him in disbelief. There was no way in hell that Blair would ever have admitted that to anyone. So how the hell did this guy know? Would she have told anyone? Impossible.

He remembered his words from yesterday, a further twist in his stomach now - Do you think I care about babies?

But Carter was already jerking the door open, nodding his head. "Get out, Adrian. Now."

Adrian appraised him coolly. "Decided to grow a backbone, Baizen?"

"I said leave." He slammed the door in the man's face, so hard that the glass rattled. Adrian smiled again and went on his way.

Carter, meanwhile, had moved to pick up the file, scanning through the numbers. Montgommery definitely hadn't been lying. He spared Chuck a glance. He wasn't in the best of states - his face was white.

"Save it," he hissed, so low and choked it was barely audible, "I don't want your I told you so."

Carter breathed out in silent relief - for one awful moment there, he wondered if he'd been left the task of comforting him. Not a conversation either of them ever wanted to have. But no - he was still Chuck Bass.

"You deserve one," Carter reflected, "And it would give me great pleasure. But I don't think you punching me in the face is going to solve anything." He flicked through the file again. "We need to work out what we're going to do about this."

Chuck wasn't listening, too busy wrapped in thoughts of what Adrian had said about Blair.

Carter made a pointed noise. He needed Chuck to focus, damnit. "Hello? Bass?"

"Were you in this with him?" Chuck demanded suddenly.

And at that, Carter dropped his head in his hands. "Not this again."

But Chuck had found an outlet for his rage. "Were you?" His nostrils flared as he sized Carter up - and he looked very close to attacking him there and then.

"For God's sake," Carter sighed in frustration. "No. The only person you should be wasting all your energies on here is Montgommery. Like I keep trying to tell you - he's a nasty piece of work." He glared at him. "You heard the lies he was making up about your precious wife. He's just trying to mess with your head."

"And what about you?" Chuck's eyes were dangerous slits. "What are you doing with her?"

"We didn't have lunch," Carter groaned. "She wanted my PI to try and stop Montgommery. He's the one who did something to her."

Did something to her? Did what? How the hell had Chuck not known this? He felt physically sick - and Carter seemed to realise the impact of his words when he got no response. He spared Chuck a glance and scoffed.

"Oh, calm down. I don't think he did anything awful. Just enough for her to realise he couldn't be trusted. Look," he said, exhaling, "I know Adrian. He's a master at manipulating people. Which is why we need to move fast if we want to stop him."

There was a pause while Chuck stared up at him. "Why aren't you doing a victory dance?" he asked slowly. "You've got what you wanted. I messed up, and the company's ruined. I'm surprised you haven't booked the first train to tell Bart."

He received an eye roll. "Believe it or not, Bass, not everything is about you."

"So you're doing this out of love for Bass Industries?" Chuck sneered.

There was a silence.

"I've worked here for several years now," Carter snapped at last. "Do you really think I worked that hard because I don't give a damn about any of it?"

Chuck gave him a look.

Carter rolled his eyes again. "Sure, I like winding you up - but do you really think I'd waste that much time on you? And believe me, I don't enjoy having to see your face every day."

"Then why?" Chuck shot.

Carter stopped, grinding his teeth. God, what the hell was he doing? Having a heart to heart with Chuck Bass? "I respect your father, all right? He's the first person who's ever trusted me. And this is the first time I've ever had to work at anything. Or stuck at it." He grimaced. "And pedestrian though that sounds, there's a possibility that I'm beginning to understand its merits."

Chuck glanced at him in silence.

Carter Baizen actually cared about something. He wasn't entirely sure he was comfortable with this realisation - and Carter wasn't either. Or at least not in Chuck knowing it.

"Now come on," he said impatiently. "Are we going to save this company or not?"

But Chuck had just remembered Blair trying to tell him the same thing. That Carter wasn't actually out to get him. He closed his eyes, reliving for the thousandth time the end of that conversation.

"Yes." He got to his feet. "But first I have to find my wife."

Blair looked a little doubtful as she peered around the darkened room. "Are you sure we'll be safe here?"

"Yes," Serena insisted, tugging her best friend further in.

She'd started off the day by convincing Blair that she needed a shopping trip, followed by lunch - but they'd bumped into Penelope and ended up having to run away from her instead. It should have been fun, but they needed to talk. Properly. Not in public, and not where anyone could overhear. Neither of them wanted to go home.

Luckily, Serena had found the perfect place to hide away. "Dan's helping decorate Faith's room today. The exhibition isn't till next week, so he won't drop in here at all. Besides," she added, look a little guilty, "It's really the last place anyone we know would come."

And true to her words, the gallery was completely empty.

Blair had to concede this point, but; "I meant, are you sure we'll be safe in Brooklyn?" She eyed the floor in distaste. "From actual vermin?"

Serena rolled her eyes. She was already dragging cushions from some of the chairs to set behind the bar, hidden from sight. She dropped down onto them, skirts splaying around her as she tugged a reluctant Blair down too.

"Now." She instructed. "Tell me what's wrong."

Blair swallowed. Because in actual fact, she didn't even know where to begin.

"Chuck and I had an argument," she said in a small voice. She glanced up at the blue eyes of her best friend, filled with patient understanding. Sympathy. And she felt herself breathe out a little. "It wasn't a good one. He spent the night in the guest room." She blinked away the prick of tears, not entirely sure why they were already there. This was far from the hardest part of her story. But it had hurt, spending the night alone with nothing but her guilt, swamped in an empty bed.

"What was it about?" Serena prompted.

Blair sighed. "Carter, originally." She felt the blonde pause, and looked over at her. But Serena waited for her to go on. "Well...as it turns out, you may have been right about him."

Whatever Serena had been expecting - it wasn't that. She stared. "What changed your mind?"

Blair wasn't exactly keen to get straight into that. She took a deep breath. "If I tell you, you have to tell me how you worked it out before me." After all, Blair was usually the better judge of person. She gave her a pointed look. "Come on, S. What's the big Carter secret?"

Serena squirmed for a while, but eventually gave in.

"I first met him a few years ago," she admitted. "He was...he was the first man I slept with." The secret of Serena's promiscuity back then was one they didn't often talk about. "You know what I was like then."

And Blair had already guessed she'd slept with Carter. What she didn't understand was how this had somehow made Serena think he was good.

"So...the morning after, I ran away."

"Did you regret it?"

Serena paused. "Well, I wanted to. I did. But it wasn't exactly a bad night." She smiled. "Carter was-"

"The scoundrel who deflowered you," Blair filled in.

Serena gave her a look. "Anyway, I assumed we'd both be pretending it had never happened. And I was quite happy with that. But...he came after me the next day." She swallowed. "He asked me to marry him."

Blair stared. Carter, asking someone to marry him?

"He didn't want to hurt me," Serena insisted. "I didn't know what to think at the time, but I could see he meant it. Every word."

"And then?"

Serena sighed. "And then I ran away again. I didn't want to marry him. I didn't want to marry anyone," she reflected sadly. "I wasn't ready. And then...the last I heard of him, he'd disappeared to Los Angeles."

There was a lull while Blair considered this. The sun had sunk low in the sky by now, the shadows lengthened through the gallery windows. If she'd needed any proof before - this was it. Carter had loved Serena. (Carter still loved Serena).

"S," she started warily. She shifted, pulling her skirts over her lap. The thought that she, at the very least, now owed Carter this was not a pleasant one. Blair had never been a fan of doing the right thing. "There's something you need to know. I got a letter from him. After - the Olympic. He wanted me to find you." She sighed. "I think he was planning on proposing to you once he got back from England. And...I sent Dan after you instead."

She looked up at the blonde, waiting for her to tell her she'd done the wrong thing. But Serena just looked a little lost.

"Maybe it wasn't my place," she admitted. "But I trusted Dan more than Carter." In fact, she still did. Even if she wasn't quite as suspicious of Carter as she'd once been.

"He wanted to find me," Serena repeated, wondering.

"Would you have said yes? If he'd asked you to marry him?"

"I don't know," Serena admitted. "If Dan had never been there...I care about Carter. I always have. But I don't know if I would have regretted saying yes afterwards."

Blair thought about this for a moment. "Have you ever regretted saying yes to Dan?"

Serena smiled sadly. "It's difficult sometimes. But...no. I know I made the right choice." And she did. In a long list of the wrong choices, having Dan in her life was definitely the right one. He could frustrate her no ends at times - but the problem had never been Dan.

It was her.

Chuck had spent a fruitless afternoon searching for Blair. He could at least be fairly sure she was with Serena, since Humphrey hadn't known where his wife was either. (Well, he'd protested something about the beauty salon, but hadn't quite seemed to realise that appointments there didn't take the entire day).

In the end, Chuck had stopped off at Bass Industries to get Carter, and the two of them had gone back to Chuck's penthouse to strategise. Carter hadn't wanted to go to Chuck's home any more than Chuck had particularly wanted him there - but he needed to be there when Blair returned.

Chuck was currently taking a telephone call while Carter sat in the front room, glass of scotch in hand. He rolled his eyes as his gaze skimmed the portrait over the fireplace. Two dark heads smirked out at him, dressed in co-ordinated shades of purple. Honestly.

He glanced up as Chuck came back into the room, and was about to demand what had taken so long - until he noticed that he was white again.

He sat up. "Don't tell me Montgommery's found something else? Has he made his move?"

Chuck shook his head brusquely. "It's not Montgommery," he snapped. He was clearly close to the edge. "It's my father. He's had another fit." He gazed round the room, trying and failing to take control as he seized his coat. "I need to go to Westchester. Apparently he's not in a good way." He'd heard the concern in Lily's voice. "I need to get to the station..." He needed to pull himself together - he needed a pair of brown eyes and a hand gripping his, calming him down. He suddenly realised he felt at a complete loss without her at his side. He needed to -

"You need a car." Carter was already on his own feet. Seeing an overwhelmed Chuck was definitely not something he could deal with - and especially not the knowledge that he actually wanted the opposite. If he wasn't careful, he'd catch himself actually feeling sorry for the Basstard. He cleared his throat. "Come on."

"I need to find Blair," Chuck muttered tightly. He was buttoning up his jacket without noticing, running a hand through his hair. "I need Blair."

Carter very nearly caught himself wondering if he was supposed to put a hand on the man's shoulder. That was definitely wrong. He pulled back, feeling a little disturbed.

"I'll find her," he answered instead. "I'll make sure she gets the message."

Chuck finally glanced at him. Carter pretended he hadn't seen the helplessness in his eyes. "I'll find her," he promised curtly. "Now move it."

Jenny had decided upon her next move. She didn't just want to be photographed for Waldorf Designs - she wanted Jack Dawson to photograph her. That would really send a message. And for some inexplicable reason, he was holding an exhibition at her family's gallery. Her brother was friends with him. The circumstances couldn't have been more perfect.

Which was why she was currently on the doorstep to the gallery. She would pretend she'd come in search of her brother, and just happen to bump into Mr. Dawson...

The front door was closed, but Jenny had grown up in the place. She knew the back entrances. She slipped in, now, rearranging her dress and ready to seek the man out. But she paused as she saw that the gallery was dark. And she could hear voices, indistinguishable.

Then she stopped. She was sure she recognised those voices - one in particular - but surely it was impossible? What on earth would Blair Bass be doing in Brooklyn?

She moved closer, hardly daring breathe, to better make out what they were saying.

"Blair," Serena whispered. They'd been sitting in solitude for a while now. It was the first time, Serena realised, that she had felt quite so comfortable with silence in a long time. Blair had told her about Montgommery - told her about how humiliated she'd felt. (She hadn't mentioned exactly what he'd said to her in the park, but Serena had been horrified enough).

And now Serena's head was leant against Blair's, arms wrapped around her stomach. She gazed into the darkness of the gallery, feeling Blair's eyes on her.

"I don't want this baby," she said, very quietly.

Blair looked up at her in stunned silence.

"I know I should. And I want to. And-" Her voice broke. "-And, I know I shouldn't even be telling you this. I know it makes me the most selfish person alive. But Dan's so happy, and I just..."

Blair squeezed her hand. "Serena," she promised softly. "I'm your best friend. And I love you. There's nothing you could ever say that would make me love you less." She held on tightly. "Talk to me."

"I didn't deserve Faith," Serena sobbed. "I never wanted her. I hated being pregnant. And I hate it now. And I can't help but think - think -" She struggled to even get the sentence out. "I don't want this baby to be a replacement," she whispered at last. She didn't know how to explain what she meant by that, either. Didn't know how she could tell Blair what she meant.

There was a silence again, while Blair leaned into Serena. "You loved Nate," she murmured at last.

Serena blanched instantly, but Blair shook her head.

"I know, S. I've always known that."

The two of them were quiet.

"You're allowed to miss him," Blair told her. "That doesn't mean you don't love Dan. And being excited about this baby doesn't mean you love Faith any less."

Serena closed her eyes. "Really?" she whispered.

"Really." Blair could feel Serena's teardrops spilling into her hair as she clung to her fingers. "There's something," she mumbled. "Something I need to tell you." She couldn't, she realised; couldn't not tell her when Serena had admitted something like that. But Chuck was the only person who had ever known. And it had taken her long enough to even tell him. She hesitated.

"Blair." Serena's voice was gentle.

"I knew about you and Nate," Blair confessed. Serena frowned; she'd assumed that anyway. But Blair was shaking her head. "I mean...I knew for a long time." She laughed bitterly. "Georgie told me."

Serena flinched.

Blair managed to carry on anyway. "I never told Nate. Chuck was with me when I found out. And...I slept with him." She felt Serena shift underneath her. "I was sleeping with Chuck. I had an affair with him. And I knew it was wrong, but I didn't care. Because for the first time, I was happy."

Serena paused. "B, why did you never tell me this?" She knew how important Blair had always considered her purity - but how could she not have told her best friend? Especially given that it was now in the past? Serena had always assumed that Chuck and Blair had fallen for each other after Nate's death. (Or realised their true feelings, perhaps).

"I was ashamed," Blair whispered.

"After what I did?"

There was another silence while Blair struggled with herself.

"I was pregnant," she finally forced it out. "I was going to run away with Chuck, and I lost the baby." She squeezed her eyes shut tight. She had to admit it, finally. The truth. She had to face up to it. "We're not going to have babies together, S." She was terffied, but part of her, now, was also relieved to finally say it - finally stop pretending. "I thought that if I never told anyone, then it wouldn't be true," she murmured. "But I had the chance. And I lost it."

She could sense that her best friend was reeling a little as she took in the information. But, Serena being Serena, she soon took it in her stride. And to Blair's surprise, her jaw was set.

"You haven't," she said fiercely. "Blair, you don't know that. There could be hundreds of reasons why...why you haven't..." She shook her head, grabbing Blair's hand. "You don't know that that's why. Or that you never will."

"But I feel it," Blair whispered.

Serena shook her head again. "You feel guilt," she stated. And Blair looked up at her once more. "I know," Serena promised. "But if you can tell me to stop feeling guilty, then I can tell you."

There was another stretch of silence, and Serena smiled a little as she wiped away her best friend's tears. "Since when does Blair Bass apologise for anything?"

Blair managed a faint smile back. "And since when do you start thinking about consequences?"

Serena gave her a playful nudge, but they both laughed. They were both quiet a while longer. Serena glanced at her, giving her arm a squeeze. "So, from now on, no more guilt?"

"No more guilt," Blair agreed softly.

She laid her head against her best friend, and the two of them sat in mutual silence in the safety of the dark gallery.

A/N Just a quick note about this chapter - I know some people have said they really want to see Chuck supporting Blair through this, but I felt Serena was necessary too. Firstly because the Serena/Blair relationship is still in need of redemption (in this fic, anyway), and I do love seeing Serena be there for her BFF. Secondly, I just think that Serena might be able to empathise a little more - because of her own guilt, but mainly because she's been through a similar thing. The pregnancy, obviously, not losing the child. And as a woman, I think that however much Chuck gets Blair, there are some things he can't relate to.

I hope people aren't disappointed, anyway!

Also: am I the only person who thinks a Carter/Chuck bromance would be kind of awesome? Don't get me wrong, I much prefer them as rivals. But seriously, they would OWN the UES if they ever joined forces.

Thanks so much for your reviews :) CB interaction to follow, don't worry...