It was the early hours of dawn, and Blair was lying flat on her back in bed when she heard the elevator go. She stilled. The doorman would only have let someone up at this hour if he recognised them. If they'd been insistent. She scrambled out of bed, heart in her throat, and dragged a dressing gown over her slip. Her feet almost slipped down the stairs. Please, please -

Carter Baizen was standing in her apartment.

She tried not to let the searing disappointment or the crushing need to cry overwhelm her as she noticed that he looked pale. (Hadn't she cried enough already?) He was still in his party clothes, but he'd obviously lost his mask and his hair was no longer as sleek as it had been when she'd seen him several hours earlier.

"Carter?"

He turned to her. His eyes were hooded and she didn't understand the expression in them. "You and Bass." He looked a mess, but somehow not like he'd been after Victoria's hospitalisation.

She tensed just at the mention of Bass and dragged her robe tighter. "What about us?" For one crazy moment she hoped Carter was about to tell her something like maybe Chuck wasn't going after all.

"Was it revenge?" he asked abruptly.

Her stomach dropped. Oh. Her eyes flickered over Carter as she pulled the robe even closer to her body. It hung between them and she wondered how he'd even found out. "No." She was tired and she didn't want to talk about it, because as far as she was concerned her sex life was no longer any of Carter's business. She didn't want to talk about sex with him, not after the last humiliating night that she'd -

"Were you drunk?"

"No."

(No, that had just been when she'd tried to sleep with him).

"Then, what? You momentarily forgot that you spent the best part of five years complaining about how disgusting and depraved he was?"

Her eyes narrowed. "Am I supposed to be asking you about every girl you've slept with?"

"I'm just curious about why him."

"Because I wanted to," she responded frostily. It wasn't like Carter even cared. He didn't have a right to complain about her virginity when it would have been his if he'd stayed - and the reminder stung. "Maybe I got sick of waiting like you did." She had been sick of waiting, but that hadn't been why she'd kissed Chuck. She hadn't even been thinking about waiting or control when she'd kissed him after their graduation party. She hadn't been thinking about anything but Chuck. Just like she was now. She glanced up the stairs to where her bedroom was. "If you don't mind-"

"Wait." Carter exhaled, lip twisting. "I'm not here to talk about Bass."

"Then what are you here for?" It came out flat because she wasn't in the mood. She wanted to go back upstairs and lock herself in her bedroom. (She wanted Chuck).

"I wasn't really in the mood to party after..." Carter released a scoff but there was still that strange expression on his face. "So I went home." He swallowed. "Victoria left."

Blair stared at him. "What?"

"She left. There was a note from her. She wasn't at the Colony Club at all - she let me have the house for the party to get me out of the way." And wasn't it rich? Carter hadn't even written her a note when he'd abandoned home. "She's gone to Montecito."

Blair shook her head. "Maybe she went on a retreat-"

"No." Carter attempted a shrug. "She's not coming back. She said that the penthouse was going to be seized on Monday. Apparently she didn't know how to tell me. But she left me my trust fund," he laughed, bitterly, "And the Oyster Bay house." Which was more than he'd ever left her. He felt drained and exhausted and he'd had enough of all of it.

Blair closed her eyes for a moment. "I'm sorry," she said, at last. She'd never wanted this to happen.

"I don't care about the penthouse." Carter snorted faintly. "I always hated it." He'd had enough and it was about time he told her - Carter Baizen did not do sappy shitty romantic speeches, except it had taken tonight to realise that he couldn't deny it any more. "But," his jaw slid, "The thing is...when I read the note, Waldorf, you were the first person I thought about." His voice was very low.

"Carter-"

"You were the only person I wanted to see," he murmured. And that had trumped any knowledge that she'd slept with Chuck Bass. She'd frozen now. "Blair," he said quietly. "I love you." His mouth twisted in what was not quite a smile. "And I tried to run away from it for three years, but I never could. I'm in love with you."

No. No, he wasn't saying this to her. "You're upset," she started, even. "Your mother just left and you need support-"

"If I wanted that kind of support I'd go to a shrink," he cut her off drily. "Which, let's face it, you're not." He took a step closer and his gaze was harder to read than it had ever been. She'd never seen him look at her like that. Even when they'd been going out, all the countless times he'd told her he loved her, it had always been with a faint curve to his mouth that wasn't there now. "I need...you."

No. He was lying and he was wrong. He hadn't needed her three years ago. And now just because he'd come back and found out he might be penniless - "You said you loved me when you left." It spilled out of her. Cold. "But if you really loved me, and you really needed me, then you never would have gone." Her eyes blazed. "You left me, Carter, and you didn't even write. You never called to let me know what was happening. You never explained. You left me. You lied to me for five years, and you don't get to lie to me now."

He looked at her for a moment. And he made a noise that was almost laughter. "The only person I lied to was myself." Her expression was blank so he drew her even closer. "I didn't call or write because I wanted to pretend I didn't care. You are the only thing I ever regretted leaving. Blair, you're the reason I came back." He moved his head, eyes travelling over her face. "You're the only reason I want to stay. I've been in love with you since...you gave me that piece of mistletoe, and running away for three years," he shrugged, "Didn't do anything to change that." Blair had amused and entertained and appealed to him from the first time he'd met her, but it had been her smile on Christmas Eve by the fireside that he'd first felt that odd stirring. "What we had was real." He caught her face, thumb running over her cheek. He hadn't touched her like this in so long. "I never lied to you."

She felt confused and dizzy in his hold. She couldn't handle him telling her he loved her - she needed him to be a liar because there had still been some kind of deception. There had to have been. "What are you saying?" He loved her? He really had loved her?

"I'm saying I'm not going anywhere. I'm going to fight for you, Waldorf, even it means I have to get my father's company back."

"But," she struggled, "You said you didn't care about his company."

He grimaced, slightly, and he released her cheek. "I don't." She couldn't tell if it was a grimace or a smile. "I care about you."

He saw her throat move as she exhaled. She was still struggling. "Carter..."

"It's late." His hand brushed hers, just briefly. "I should probably let you sleep." He turned for the elevator and he glanced back once. His voice was soft, softer than Carter Baizen ever usually was. "I'll wait."

Blair was left at a complete loss.


Serena sat up, lifting her head from Nate's chest. After they'd realised both their cars were gone they'd had no choice other than to wait until the next day to leave for the city again. They'd fallen asleep on a silk chez longue in the house's conservatory, and sunlight was now filtering through the large glass windows. Somewhere on the floor there was a tangle of gloves and masks and a tie. She felt Nate stir under her; she looked down into his sleepy blue eyes. Smiled. "Hey."

He stretched and smiled back. "Hey. Ugh," he mumbled, "We shouldn't have slept on the sofa." His back was killing him now.

She nudged him playfully. "Next time we'll make sure it's a bed."

And at that, he glanced at her. "So there's gonna be a next time, huh?" There was a grin creasing the corners of his mouth.

"Maybe." His hands were settled, comfortable, on her hips. She would have been more than happy to just curl back up against him. She made herself swing her legs over the side of the sofa and onto the floor, shaking out her hair. "But not until we stop Chuck from leaving." She stood up. "Blair first?"

Nate sighed and got to his feet too. "Blair first."


When they got to Blair's penthouse, however, it was to find that her door was locked and she was refusing to even answer them. Nate exchanged a glance with Serena as they stood outside her bedroom.

"Come on," Serena insisted. "B, we need to talk."

"I'm not in the mood."

"Blair," Nate attempted, "Chuck's flight is at nine o'clock tonight-"

"Go away!"

He looked, helplessly, at Serena. "What's wrong with her?" he whispered.

"I don't know." The blonde was frowning now. If Blair was refusing to even acknowledge that Chuck was going to leave - if she wasn't even planning on saying goodbye - then it was serious. It was bad. Then it was obviously affecting her even more than Serena had first thought. She paused, for a moment. "Ok," she said quietly to Nate. "Stay here."

"Where are you going?" She was leaving him to deal with Blair? Alone?

She squeezed his hand. "To talk to Chuck."


Chuck glanced up from the large suitcase that he was mid-packing, and his eyes narrowed.

"What are you doing here?"

His father stood in the doorway of his suite. Bart ignored the obvious hostility from the boy, however, and strode in. "I've booked a car for you this evening. Seven o'clock. I assume you'll be ready to go by then?" His gaze settled on the suitcase.

"Yes," Chuck bit.

Bart nodded. "Good. I sent a letter to Jack to let him know when you're arriving, but...you know your uncle. And given how unreliable correspondence to Australia is, I'm not even sure it will have reached him."

"Fine."

"I suppose this is goodbye then." Bart's lips thinned, and there was an impassive glint in his eyes. "I have to say, I'm glad there hasn't been any trouble from you." His hand rested, briefly, on his son's shoulder - and it was a cold weight. "You're making the right decision."

Chuck finally looked at the man. His voice seethed with quiet loathing when he spoke. "If I never have to see you again, then it's the best decision I've ever made."

Bart's cruel smile faded a little, and he took his hand away. "It's funny," he mused, coldly, "That's exactly what Jack said. At least now you'll get the chance to ask how that's working out for him."

He swept out of the room - and almost collided with Serena. The blonde glowered at him. Bart just rolled his eyes and walked past her.

Slowly, Serena ventured into the suite herself. She looked around at the piles of folded clothes, the empty bottle and the ominous suitcase that waited by the door. Chuck ignored her. He was too busy taking down a painting from the wall - Bart had instructed him that the suite needed to be completely cleared.

Serena studied him for a moment, his blank expression and the dangerous slant of his cheekbones. He wasn't handsome like Nate, but there was something about those hazel eyes and the odd contours of his face that girls found disconcertingly attractive. He was a bad boy, but Serena herself didn't find him attractive the same way she had Carter. She couldn't, because he was Chuck. Maybe she knew him too well. Only Blair knew him just as well - if not better - and had still fallen for him. Blair had always understood him. Blair had always been fiercely protective of him, even if she'd never have admitted it in a million years, and all the parts of him that exasperated or even disturbed Serena (maybe because that self-destructive tendency was too similar to hers and then some) were the same parts that made Blair hold on even tighter when she should have been running away.

When Serena had caught them at her engagement party, she'd mostly just been upset that Blair hadn't told her. That Blair was acting like everything was fine when clearly it wasn't. Blair was very strict on rules, and she would never have had an affair with an engaged man purely for sex. Purely for fun. If Blair crossed the line, then it was for three possible reasons - love, hate, or revenge. At the time - before Blair had revealed Serena's affair with Tripp - the only reason that Serena could see was love.

Which had explained why Blair had been so pale and distant throughout their engagement. She was in love with Chuck. And Serena had been so busy wrapping her head around that, that she hadn't even considered why Chuck was doing it.

She watched him now. He'd never given a damn about marriage or commitment. Enough girls had cheated on their husbands or boyfriends with him, and he was happy to oblige for one night. If Blair had needed to get over Carter, then Serena knew for a fact that Chuck would've been more than happy to help. They were friends and he cared about her and of course he found her hot - Serena didn't doubt any of those things. If Blair had been insecure or vulnerable after Carter left, then Serena could imagine Chuck helping the only way he knew how. Sex. He cared about Blair. He let her look after him, however grudgingly - and Chuck Bass did not let anyone look after him - and he took down anyone who crossed her, read her mind when even Serena couldn't, schemed with her and was weirdly tender with her (as tender as Chuck Bass could ever be) when she needed it. That first Christmas after Carter had left, he'd gone along with Serena's plan to cheer her up even though he hated festive cheer. Blair had sprained her ankle in the snow, mainly because she hadn't wanted to go outside and Serena had dragged her a little too enthusiastically, and Chuck had carried her all the way back to her bedroom.

He cared about her. Serena knew that - what she didn't know was how much. She wasn't sure she could imagine Chuck in love. She remembered Nate saying he'd picked up on something even when he hadn't known they were sleeping together; and she had to admit that if Chuck loved anyone, then it could have been Blair. But if that was the case then why the hell was he leaving?

"Chuck." She sat down on his bed. "What are you doing?"

"I thought I was packing," he drawled. "Obviously not."

Serena sighed. "I'm sorry."

"For what?"

"For telling Bart. I know this is my fault," she pressed, "And I want to fix it."

He spared her a glance. "Don't worry." He'd picked up a scarf that she recognised - silken patchwork. He wore it all the time. "I forgive you." His tone was dry as he tossed the scarf to the side.

Serena raised an eyebrow. "Didn't Blair give you that?"

He didn't look at it again. "It doesn't snow in Sydney."

"Chuck-"

"Is there a reason that you're here?" he asked, brusque. "Not that I don't love spending time with you, but I'm kind of busy at the moment. Why aren't you with Nathaniel?"

Serena folded her arms. "He's with Blair. She won't come out of her room."

"So shouldn't you be with her too?"

"I can try to cheer her up," Serena responded, "But nothing I say will really make a difference. You're the only person who can do that."

"I don't have time to amuse Waldorf today." He dropped a jacket into his bag. "You can pass on my apologies."

Serena stared at him. "So you're not even going to say goodbye?" She shook her head. "Why are you doing this, Chuck? You know how devastated she was when Carter left. How could you do this to her?"

"Carter's back now."

But Serena wasn't having that. "Carter's not the reason she's hiding in her room and refusing to speak to anyone," she said firmly. "She's terrified of losing you. And you're not even trying. If she ends up going back to Carter, then it's your fault. She doesn't belong with Carter and you know it."

Chuck's eyes finally flickered over the blonde. "And how do you know? Because he slept with you?"

Serena stilled. "How did you-?"

"Baizen flinches every time you walk into the room."

Serena bit her lip. "It was a mistake."

"You were angry with Blair. I'm pretty sure she'll understand." Chuck picked up a Rolex and slid it into his bag, turning his back to her. "You should tell her sooner rather than later. You know how much she hates secrets."

Yes, Serena knew that. She also knew that Carter sleeping with her would be the least of Blair's worries if Chuck really was leaving forever. "Chuck." She was starting to get impatient. "It doesn't matter what Carter did or didn't do - Blair doesn't belong with him because she's in love with you. I don't know why I have to keep telling you this, but she loves you - and she deserves for you to at least fight for her if you feel the same way." Chuck said nothing, so Serena finally stood up and yanked the shirt he'd been about to pack out of his hands. "Do you love her at all?"

His eyes were hollow, but she realised that his breathing was uneven. It made her pause. She was still holding the shirt as she took him in - and she saw it, for the first time. Pain.

"You love her," she exhaled. "So why are you just giving up?"

"Bart hasn't exactly given me a choice," Chuck ground back.

"He's disinheriting you either way," Serena pointed out. "And at least if you stayed you'd have Blair."

"I wouldn't have Blair. And you know as well as I do that she doesn't want someone penniless. Someone who can't even provide for her."

Serena ran a hand through her hair in exasperation. "It's not like she needs money, Chuck. And you can make your own. I mean, making money is what you do best. Isn't it better to stay and at least try-"

"If I stay, Blair will be penniless too." His jaw was almost painfully clenched.

Serena crinkled her brow, confused. "What are you-"

"Bart's going to after Waldorf Designs unless I leave tonight."

The blonde's eyes widened. "What?"

"He's the one who took Givenchy," Chuck snapped, "And he's not going to stop there."

Serena attempted to process what he was saying. "But...come on, he's going against Eleanor Waldorf. You seriously think he'll succeed?"

Chuck's lip curled. "I'm not giving him the chance to." He removed the shirt from her and allowed it fall into his bag. There were a few seconds of silence. Chuck wished Serena would just go. This needed to be a clean break, and if she kept hanging around -

"Companies can be rebuilt, Chuck. Even if Bart does succeed, Blair will get over it."

He gave the blonde a look of incredulity. "You really think I'm going to do that to her?" Blair would get over it?

"But if you go to Australia," Serena carried on determinedly, "What's to stop him going after Waldorf Designs anyway? What's to stop him going after my mom again?"

"Look-"

"She might get over losing the company," Serena shook her head, "But she won't get over losing you." Chuck was silent and Serena folded her arms once more. "If you leave, Chuck, she'll never get over it."


"Come on, Blair." Nate had given up standing and was now sat on the floor, head leant against Blair's door. "It's already half three. You have less than six hours until Chuck boards that plane. Don't you at least want to say goodbye?"

Nothing.

"You know he doesn't want to go. He loves you. Are you really just going to let him get away?"

Silence.

"Blair-"

"Go home, Nate. Go find Serena."

"Believe me," Nate muttered, "I would. We didn't even get to have breakfast together."

He almost fell backwards as the door was suddenly yanked open. Blair was glaring down at him, robe tied savagely around her waist. "Did you sleep with Serena last night, Archibald?"

His eyes widened. "What?"

"What happened to not rushing?" Blair demanded. "I can't believe you. You make up and you're having sex two minutes later? What is wrong with you?"

Nate's forehead furrowed, defensive. "Hey. At least we were actually made up."

There was a beat. "What is that supposed to mean?"

"Last time we were in the Hamptons, you and Chuck were fighting all dinner. You both disappeared for the main meal, and when you came back for dessert you were still arguing. Over a motorcycle," he added, pleased with himself for remembering. His tone was triumphant. "I do notice some things."

Chuck had bought the stupid motorcycle because it was a special model - not because he actually had any interest in riding. After Blair had told him it was a waste of time (he'd been late for a rendez-vous because he'd been bidding for it) he'd taken her out on the damn thing, and he'd gone so fast round the corners that Blair had insisted he couldn't drive any more. Except the thrill had gone to her head when she'd wrested the control off him, and she'd ended up going twice as fast until they took a bend in the road too hard. They had, at least, landed in grass - but the motorcycle had smashed into a tree and she'd scratched the side of her face on its branches. Chuck had been furious. He'd marched her to the nearest hospital and she'd accused him of being more upset about the bike. He had been upset. And yes, they'd taken out their anger in the nearest coat closet during dinner.

She'd bought him a new motorcycle a week later, and they'd both forbidden each other from riding it. It was on display in his suite now. She wondered if he'd get it shipped to Australia - and she didn't know what was worse, the thought that it was going with him or the thought that he'd leave it behind.

Nate seemed to notice her silence, and he looked guilty when he saw her shuttered face. "Blair-"

"I'm going back to bed." She turned abruptly and closed the door in his face.

But this time she didn't lock it, and she was lying on her bed a while later when Serena pushed it open. She'd come straight from Chuck's suite - Nate had told her his attempts hadn't done anything. The blonde sighed now as she saw her best friend curled in a ball, staring blindly at her dresser.

"B."

She moved all the way into the room and lay down next to her on the mattress.

Blair was cold.

"B-"

"Can we just not talk?" Blair's voice was so stiff it seemed to be at breaking point. "Please?"

So Serena didn't press further. She leaned her head on the other girl's instead, chin propped over her. "Ok." Her hand twined with Blair's. She could sense the tears that were staining the silk coverlet, even though Blair didn't make a sound.

Time dragged out until Blair eventually regained control of her breathing. She closed her eyes. She'd missed Serena. She'd missed Serena, and the only reason she'd coped at all during the entire year she'd been gone was because she'd had Chuck. But it had still felt like a part of her was missing. She'd finally got that part back, and she felt like she was going to be ripped to pieces all over again.

She shifted on the bed.

"Why did you sleep with Nate?"

Serena glanced down at her. "I didn't," she said in surprise. "I mean... I wanted to. We kissed." (A lot). "But I told him we should wait."

Blair tilted her head, a little. "You did?" She was impressed.

Serena smiled and squeezed her. "I may have mentioned that you'd kill us if we didn't at least have a date first."

"I'm proud," Blair laughed, watery.

They were quiet again. "Blair," Serena started very gently. She had to tell her the truth about why Chuck was leaving. She needed to know.

"Carter told me he loved me."

Serena froze. "He...what?"

"He said he loved me," Blair murmured, "And he's in love with me, and he's going to fight for me." She shut her eyes again. "I don't understand. If he loved me, then why did he leave?" Why wasn't love enough? Why?

Serena didn't know what to say. "He didn't...I don't think he left because of anything to do with you. He just couldn't handle being told what to do his whole life. He wanted to get out." That much she at least knew. Carter did love Blair - even when he'd slept with Serena, she'd known that he loved Blair. She'd always been able to see it in the way he looked at her, the way she made him smile. But that didn't mean that he was right for her.

"That's what he told me, but...if he was lying about that when we were together, then he had to have been lying when he said he loved me."

Slowly, Serena stroked her best friend's hair. She hesitated. "He was bored, B. Not with you - but with everything else. He was always bored." She'd been horrified when Carter had left - for Blair's sake - and furious with him, but she hadn't been completely stunned. Or, she'd been stunned that he'd left Blair but not that he'd left here. Not that he'd gone travelling.

Blair turned to stare at her. "But if he was that bored, why didn't I notice? Why did you notice and not me?"

Serena couldn't tell her. She couldn't tell her that maybe she'd never noticed because she'd been too carried away, because the only thing Carter had ever put any effort into was her. "I don't know," she whispered instead. "But Blair...Chuck doesn't want to go. You know him."

Just like that, Blair stiffened all over again. "I don't want to talk about this."

"But-"

Blair was suddenly getting up, though, pulling out of Serena's hold. "I need to go."

It was almost five now. "To Chuck?" the blonde begged.

"To Carter."

Serena jumped off the bed after her, grabbing her hands. "B, wait. There's something you need to know."

Blair tried to brush her off. "Whatever it is-"

"I need to tell you." Serena gulped, hard, but refused to let go of the brunette. ""Last year, after I left...I went to Europe."

"That's great."

Serena ignored her. "I was travelling around Greece, and I ended up in Santorini. I got drunk, and I went to a bar...and I ran into Carter." She watched the expression on Blair's face - and something flickered. Serena made herself go on anyway. "I was still really mad at you, and I think he was still feeling guilty, and..."

"You had sex."

There were tears shining in Serena's eyes now. "I'm sorry, B. I'm so sorry."

"You thought I'd betrayed you," Blair muttered. "You wanted revenge. I get it, Serena." Did she get it? Serena sleeping with Carter should have been the worst thing she could possibly do. Blair had spent years secretly terrified that it would happen, because no one could resist Serena. (And now she knew for sure that Serena noticed things about Carter that she didn't). She should be feeling furious right now. Crushed. She waited for it to hit her - because she was sure that it would. She obviously wasn't processing it.

But she waited, and she didn't feel anything.

She didn't feel anything at all.

"Blair-"

"If I thought you'd betrayed me," Blair shook her head, "I probably would have done worse." She definitely would have done worse. She'd have gone after Nate. Somewhere, some part of her wondered how, exactly, that would be worse when Carter had been her boyfriend for five years and Nate was - well, he wasn't even in a relationship with Serena. "I need to go," she stated again.

She picked up her coat and pushed past her best friend, past an equally bemused Nate hovering outside, and disappeared.

Nate blinked at Serena. "Is she still wearing her pyjamas?"

"Yeah."

"Is she going to stop Chuck?"

Serena shook her head helplessly. "I don't know."

And that decided it for Nate. They'd done everything they could - it was clearly time to involve a higher power. "Come on." He pulled on Serena's hand.

"Where are we going?"

His expression was grim. "To Lily."


The scarf lay curled on Chuck's bed. He'd wanted to leave behind anything that reminded him of her - and he couldn't do it. There were shirts that she'd unbuttoned, ties that she'd pulled, jackets that she'd draped around herself. Cufflinks that she'd given him and cufflinks that she'd reluctantly admired. There was nothing in his suite that didn't remind him of her.

Nothing.


Blair paused outside the familiar door. She was confused and she needed something to make sense again. Anything. She felt oddly detached as she took a deep breath and prepared herself to enter.


Chuck went still as he heard the knock at his door. His father had finished with him, and if Nate or Serena had come back yet again -


He stared at her. "Blair." His eyes moved over her. "What are you doing here?"


It wasn't Nate or Serena. Or his father. "Sir? Mr Bass ordered a car for seven, but apparently there's been an accident on the main road to the airport. You'll need to take a detour, so can we suggest you order the car for six instead?"

Chuck paused. "That's in twenty minutes."

"Yes, sir."


Blair faced Carter.

His penthouse was in the middle of being packed up - boxes of furniture that she wondered if Victoria had started putting away. "It's really getting repossessed, then?" she asked as she gazed round.

Carter glanced round too. "Yes." But he couldn't give a damn about the penthouse. He watched her, dark hair loose and face for once free of make up. She'd used to get so mad any time he caught her without make up. "What are you doing here, Blair?"

She inhaled slightly. "I want to sell you my shares."

He stared. "What?"

"To Baizen Enterprises. I want to sell them back to you - they're yours anyway."

He let out a short laugh. "You came here to tell me about shares?"

"I...yes." Had she? No, she hadn't. "I know you said you don't care about your father's company, but I want you to have them."

His mouth curved as he studied her. "All right then."

"I'm sorry. About Victoria."

Ok, there was definitely something wrong with her. Carter wondered if maybe lack of sleep had gone to her head. "Blair-"

"I know about you and Serena."

The faint smile slid off his face. Fuck. No. Why was she so calm? Why had she come at all? He'd have expected her to cut him out entirely. Pretend he was dead. Or to explode. He noted that her face did look tear-stained; but her eyes - her eyes were quite blank. So what was going on? "It was a mistake," he began.

"Serena said."

He tried to read her tone. He could always read her. But right now she wasn't reacting in the way that he'd expected. "I just wanted to forget about you," he admitted softly. "But it didn't work. I can never not think about you." He was relieved that she didn't back away when he advanced. "I'm sorry."

She was quiet. "I thought...that I'd care. I thought that it would kill me." She saw the confusion on his face. "But, you know what? I don't." He looked like he didn't understand, but she finally did. Finally. "I don't care."

"What are you talking about?"

Blair moved her head. "I don't love you."

He flinched, involuntary. He hadn't expected it to cut as much as it did. But she was just saying it because she was angry, because he'd betrayed her. He moved forwards and took her wrists in his hands. He wasn't going to lose her. Not again. "Blair. If I could take it back-"

Her eyes dropped down to where he was holding her - and there was a strange expression when she looked back up at him. "I don't love you, Carter."

"And I don't believe you." His fingers were curled around her. "You loved me for five years. That doesn't just go away."

But he didn't understand. "I thought I did," she whispered. "You were always so perfect." Her voice caught as she gazed up at him. "You always swept me off my feet. You always knew exactly what to say." He'd taken her breath away, silenced her with his kisses, thrown her off guard with every comment and every compliment he'd made. She'd been dizzily infatuated with everything he did. A real heartbreaker. "But…" She shut her eyes as it overwhelmed her. "But at the end of the day, I was just like all those stupid boys that used to follow you around."

No. Carter didn't let go of her wrists. "You know that's not true." Why couldn't she see that she was nothing like those boys? Why couldn't she see that she was the one person, the one girl –

She stopped him. "I was in love with the idea of you." She'd been in love with the idea that someone like Carter Baizen could ever have loved her. Found her beautiful. Picked her. She'd been in love with dances and kisses by the fireside and expensive cologne, snow melting in hair and presents and a sense of danger.

"You told me once that I didn't fool you," he reminded her. "Remember?" She'd been the only girl who'd ever seen through him; the only girl whose love and respect he'd actually had to earn. The only girl whose love and respect he'd wanted to earn.

"Yes," she said, softly. "And you told me everything else was an act, but all I heard was that you were a gentleman." That night at Winter Formal, Sinatra in the background. His arrogant smirk and the heady feeling that it was the start of something, the thrill of Carter Baizen admitting he liked her. Maybe I am a gentleman, and everything else is just an act. "I only ever heard what I wanted to hear," she murmured. " I let you fool me."

"It wasn't an act," Carter ground. He was on the verge of pleading, and he didn't even care. Carter Baizen. He couldn't stand it, couldn't stand that she couldn't see. She had to know. His feelings for her had been the only thing that were never an act. Their relationship hadn't been a lie. "I love you." He'd told her so many times without even thinking about it, but it had never not been true. And he needed her to hear it this time. He needed her to know it. He was still holding her as he searched her face. "I know you, and I love you."

She looked at him. And this time there really were tears in her eyes. The tears that he'd wanted for so long because it meant that she felt anything for him. "You left, Carter."

His grip tightened. "And I'm sorry-"

"But you're not." She shook her head. "You wanted to get out for so long, and I never even knew. I never understood. I still don't." And that was the real truth, the one that she'd refused to even admit to herself. He'd hated their world, and she'd never even seen it. He hadn't fooled her. She'd fooled herself. "I don't know you, Carter."

He couldn't hear those words. He couldn't. "You do know me." No one else knew him, not really; she was the only person who did. She had to be. He knew her. "I told you it was a mistake. Just because I left and I didn't tell you doesn't mean you don't-"

"Do you really want to live on the Upper East Side?" she asked softly. "Do you really want to work in your father's company?" She'd fallen in love with the idea of someone who wanted all the same things that she did. She'd fallen in love with the idea of a perfect life, a life that she'd never noticed he didn't want. A life that she couldn't understand him not wanting. "Carter, I don't know what you want. And I never have." She didn't know him. It had taken him leaving for her to realise, and she still hadn't wanted to face up to it. She hadn't wanted to even think about him because it meant admitting that she'd been wrong. That she hadn't known what she'd thought she did, and she hadn't known him.

His breathing was harsh now, thumbs still pressing into her wrists. He knew what he wanted. "I want you." Why couldn't she see that? His forehead leaned against hers. "That's all I want."

She was so warm against him, and her gaze was so sad – he didn't understand it. "You never told me," she whispered. "You never even thought about asking me to come with you."

He could only stare at her. Because of course it was true, but – "But you wouldn't have wanted to come." The idea was ridiculous. Impossible. Drag Blair Waldorf away from New York? The thought of her taking one step inside any of the seedy bars he'd frequented, the thought of her backpacking or staying in filthy hostels, talking to Chinese prostitutes or gambling with men on the streets over cock fights -

"Exactly." She swallowed. "I wouldn't." She wouldn't have followed him anywhere, and he'd known it. He'd known that she could never understand.

He searched her face as he struggled to make sense of what she was saying. When could Carter Baizen ever not make sense of something? "So you were angry when I left-"

"No." She released a shaky breath. "When you left, I was humiliated. I thought that you'd ruined my future. I was so worried about what people would think, so worried that I'd done something. And I spent so long trying to figure out what-"

"I told you, you didn't-"

"Until," she swallowed, "I realised, one day, that I felt nothing." She looked at him now and she felt nothing. Shattered dreams and insecurity and remorse for the life that she thought she'd have. "But when I think about Chuck leaving," her voice nearly broke, "When I think about him leaving I can't breathe." Her world had been thrown off tilt when Carter had left. But if Chuck left then it wouldn't be her world at all. "I can't breathe."

Carter swallowed. And he felt numb as he finally let go of her. He'd run out of arguments. He couldn't say anything to that. The problem wasn't, he realised, that she didn't know he loved her.

It was that she didn't care.

"You chose him," he said, hollowly.

She stared at him. And she looked, for a moment, almost as though she were going to reach for him. Touch him. "No." She exhaled and shook her head. He'd left her and she'd never even considered going after him or looking for him. There was only one person that she'd follow anywhere, and it had never been him. "There was never a choice, Carter."

He hadn't broken her heart, he realised dully as she left. And it wasn't a cliché, and it wasn't a pile of crap because his chest hurt, and it wasn't the kind of pain he'd spent the past three years avoiding; the pain of all the beatings he was owed from the various people he'd conned and stolen from.

He wasn't bored, and he wasn't tired, and this wasn't something he'd ever encountered in all of his travels.

He hadn't broken her heart.

Apparently, she'd broken his.


Blair's heart was hammering in her chest as she climbed into the taxi.

"The Palace, please."

It was half past six now - she was sure he wouldn't be leaving for the airport until seven.

She had time. She had to stop him.


A/N - Ok, this chapter took me quite a long time to write...so I really hope it came out all right. And that Blair doesn't come across as too heartless? Gulp. Oh and I know there was more angst in this chapter - I'm very sorry, I just can't seem to stop? :) Thank you so much for all of your reviews though!