Oh lordy I love you guys. I got 25 reviews saying "she should"…like I'd ever tease you like that without finishing what I started! So without further ado, here are Chuck and Blair, both finishing what they started ;)

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"So what do you say?"

Blair's gulp was almost audible. The old Blair would never do something like that. The old Blair made it her goal in life to be prim and proper and well…prudish. But now, as she lay naked on top of an equally naked and horny Chuck Bass, it would be pretty difficult to argue that she was that same girl.

"I will, if you will" she breathed.

A leer spread across Chuck's features.

"Why Miss Waldorf, I've never…"

"Of course you have" she countered, sitting up "How do you want to do this?"

Her cheeks were flushed, her damp hair was framing her face and her bare breasts were on display for his benefit and his alone.

"What did you have in mind?" he asked as his hands wandered up her torso to play with her soft mounds.

"I don't know" she sighed as her head fell back "I'm the one who's actually never done this before, remember?"

"Cause I'm your first" he reminded her haughtily and unnecessarily.

"Yes" she smiled down on him.

He sat up to meet her in a searing kiss.

"Tell me what to do, Chuck" she whispered, arms wound around his neck.

Chuck lifted Blair off of him and placed her on the bed. He stood up and moved a chair towards the foot of her bed. He let the towel fall from his lips before getting situated in the chair, facing her. His hands rested on his thighs, not touching his already throbbing erection.

"Move up to your knees" he said "And spread apart your legs a little. Let me see that glistening pussy."

His sexy bedroom voice could basically convince Blair to do any and everything he wanted. She was so turned on she couldn't even be bothered to be embarrassed by his crude language. God help her, she wanted this so much she ached for release.

"Like this?" she asked quietly, encouraged by the lust in his eyes.

"Just like that" he echoed "Now touch your breasts like I just did."

"Good" he encouraged as her hands moved to their first destination. "You have such beautiful tits. I can't wait till the day you let me fuck them until I come all over your chest. Would you like that?"

"Oh yes" Blair sighed, getting lost in the sound of his voice.

"Good, because I intend to do just that in the near future. Now, start to move a hand down your body—slowly Blair, yes, just like that. I want you to cup your sex before you actually go in, okay?"

She nodded. Her breathing was labored as she waited on edge for his next command. She felt simultaneously exhilarated and terrified.

"Okay, now spread yourself for me. Let me take a look inside. God, you weren't kidding were you Blair? You're positively dripping."

"Chuck, please" she pled. She could feel his hungry gaze boring into her and the feeling building up inside her was too intense, she needed to relieve the pressure.

"Okay baby, no more waiting" he soothed "Touch yourself just like you do when no one's around."

She blushed at the implication as she began moving her hand.

As he watched her finger tips begin to run themselves over her wet sex, Chuck felt the extreme satisfaction run through his body at seeing his most innocent yet most erotic fantasy play out in front of him.

Unable to hold out any longer, he reached for the base of his cock and began to pump himself ever so slowly—refusing to take his eyes off of her as he committed every whimper and touch to memory.

"Oh yeah, you know right where to go, don't you, Blair?" he commented as she began to circle around her swollen clit. "What are you thinking about?"

"You" she told him "Always you" came out in a whisper so soft Chuck almost missed it.

"What?" he asked, the silence in the room became deafening.

She had put herself in yet another risky position, but it was too late to go back now. She had to explain herself.

"Do you remember that time in the ninth grade when I walked in on you and Sissy Tyler in the girl's bathroom?" Blair asked with her eyes closed. Her hand didn't stop moving.

Neither did Chuck's. He didn't remember the girl's face, but he sure as hell remembered the look of shock and mortification in Blair's eyes as he caught their reflection in the mirror above the sinks. In a matter of seconds Blair had run out of there and the two never spoke of it again. Until now.

"Refresh my memory" he offered.

Blair sighed as she found the courage to go on.

"She was sitting on the counter with her legs wrapped around you as you…"

Silence. She couldn't say it. She may have been kneeling naked on her bed masturbating for Chuck Bass, but she still hesitating in saying that word.

"What did I do, Blair?" he coaxed.

Blair took a deep breath.

"You fucked her standing up. You still had your scarf on and everything. Sissy had her head thrown back in pleasure as she moaned for you to continue. All the girls at school would always talk about being with you, but I never thought…but after I saw you two together, it was all I could think about for the rest of the day. And night" she added.

"Go on" Chuck urged her quietly, desperate for her to keep going.

"Her face was engraved in my memory—that look of sheer ecstasy that I had never known. I wanted so badly to know what if felt like. That was the first night I ever touched myself, thinking about you and her having sex. And I kept doing it, every night over and over again but I could never find my release. I had no idea what it was supposed to feel like, I just knew I hadn't felt it yet. Then one night, I re-casted the part in my head and it wasn't Sissy you were fucking anymore…it was me."

"Oh?" he asked, too shocked to say anything else.

"Yeah. And just like that, I…I came. It wasn't a full-blown orgasm, but it was still more powerful than anything I'd ever known. And I couldn't believe that it happened while thinking of you."

"I can" he said tried to say haughtily, but it came out weak and breathy.

"Me too, now that I've had the real thing" she said as she watched him stroke his cock.

"This right here?" he offered, motioning to his package.

Blair nodded and bit her lip.

"You want my cock inside you?"

"God yes" she said.

"I'm not gonna give it to you Blair. You have to use your fingers like the dirty girl you are" he taunted.

"You'd like that, wouldn't you?" she asked coyly. She liked this game, she could play this game. It felt like old times between the two of them…except you know, minus the voyeuristic masturbation sexcapade they were currently engaged in.

Baby likes to play Chuck thought.

"More than anything" he said as he fondled his balls "I wanna see you fuck yourself on your fingers pretending it's my cock and loving every minute of it."

"Your wish is my…" she began as she slid two fingers inside her pussy "Ohhh…"

"Now we're getting somewhere" Chuck murmured as he watched the tantalizingly slow pace Blair set for them as she moved her hips up and down, up and down. He watched her fingers disappear and reappear as they continued to get drenched in her juices. He had to squeeze the base of his cock to prevent himself from losing control.

"You're so beautiful, Blair. Tell me how that feels" he urged.

"Incredible. The feeling is still so new and it feels so good…" she trailed off, her head clouded with the sound of him calling her beautiful.

"You still thinking about me? About the pleasure I can give you?" he asked.

"Yes…yes, I have you inside me. So deep, stretching me" she told him.

"Claiming you" he corrected with a possessive growl as he pumped himself harder.

"Yes, I'm yours" she confessed "Take me, Chuck. Take me now."

Chuck saw her climbing towards her climax and knew she could handle the job on her own, but his animal instinct took over and told him to take what was so rightly his. He got up from the chair and gracefully pushed Blair back onto her plush bed before she knew what hit her. His face went right for her pink, wet cunt and he wasted no time devouring her.

Blair grabbed a pillow to bite down on as pleasure began to hit her in waves bigger than anything she ever felt.

Despite gagging herself, Blair's moans could still be heard clearly as Chuck lapped at her dripping slit over and over again. Allowing his nose to brush her clit with just the right amount of pressure, he replaced it with his lips and sucked on it as hard as he would her rosy nipples. At the same time, he slid three fingers in as far as they could go.

Blair came screaming into her down feathered pillow as her hips involuntarily surged upwards, urging Chuck to press his face even further against her.

He licked up every drop of her sweet nectar up before climbing up her body.

"Push your breasts together" he demanded as he took hold of his painfully stiff erection.

Blair, overcome with her orgasm, couldn't understand he wanted her to do.

Chuck growled in frustration before doing it himself. He then guided his cock to the cleavage he was making and began to pump himself in between her breasts, resulting in a sweet friction.

"Oh god" he groaned as he looked down at her "So fucking gorgeous, I want to shoot my load all over that pretty face of yours."

He saw her eyes widen in shock. It was so perverse, so wrong…and was it bad that it didn't totally gross her out?

Chuck smiled.

"Don't worry baby, I won't. Not tonight at least. One lick of that sweet tongue is all I need" he begged.

Blair lazily rolled her tongue out of her mouth and swept it over his seeping head.

"Christ" he swore as he pushed himself back. Three hard strokes later sent him coming hard all over Blair's chest. "Blair" he sighed as he spent himself.

Grabbing a discarded towel, he cleaned up her chest before rolling onto his side facing her. Blair's eyes had already begun to flutter close. With one last kiss to her cheek, Chuck pulled her close to him and dosed off too.

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TBC!!! Was it everything you wanted and more? Please review!