Serena walked into Chuck's suite and heard an argument going on in the next room. She recognized Nate's voice and Chuck talking over him loudly. Serena knocked on the door loudly and poked her head in. "What's going on?"

Nate sat on the edge of the bed and he looked like he was about to cry. Chuck stood over him and shot Serena an angry look. He turned back to Nate and grabbed him by the collar with his fist. He leaned in and whispered something in his ear before releasing him and pushing past Serena and out of the door.

Nate didn't look up from the floor. "I need to be alone."

"Nate...what's going on? You're scaring me."

Nate got up. "I need some air." He brushed past her and left.

…

Serena heard a knocking at her door and woke up. The door opened and a shadow walked in. She leaned over and turned on the lamp on her nightstand. Nate stood in the room with his hands in his pockets. He looked so sad it broke her heart. "Nate…"

"I know it's late I just didn't want to sleep alone tonight."

Serena lifted up the blanket and he kicked off his shoes and climbed into bed with her. Serena touched his cheek softly with her hand. "I love you. You can tell me anything."

He looked away. "Not this."

Serena pulled his face down to hers and kissed him. Nate kissed her back softly for a few seconds before pulling away. Serena turned off the lights and wrapped her arms around him tightly.

Serena woke up to find Nate was no longer lying next to her. She frowned and called Chuck. "What's up?"

"Hey Chuck. Can you come over? I want to talk to you."

He was quiet for a second. "I'm busy."

She heard a girl's voice in the background. "Is that Blair?"

"No. Why would it be Blair? We broke up."

Serena was shocked. "What? When?"

"I gotta go. I can stop by tonight for a bit. See you then."

…

Serena knocked on Blair's door and opened it to find Blair lying in bed. "B? It's 3 pm."

Blair opened one eye to look at her for a second before turning away. "Leave me alone to die."

Serena walked across the room and opened the blinds. The bright sun made Blair let out a whine. "What's going on B? What happened with you and Chuck?"

She buried her face in her pillow to stop the tears. "Chuck dumped me two days ago. Said he needed space…like I was nothing."

"Oh…B….I'm so sorry." Serena couldn't believe she didn't know this. She climbed on the bed and rubbed Blair's back. "I would've been here immediately. I've just been so busy trying to figure out what's happening with Nate. Do you want to talk? I can go get ice cream."

Blair looked up at her. "Keep Nate away from Chuck. He's insane. If you only knew…"

Serena waited for her to go on but she didn't. "Knew…?"

Blair cleared her throat. "Don't trust him."

…

Serena sat on her bed chewing on her thumb nervously. She heard her phone ring and smiled when she saw Nate's name. "Hey. You sneaked out early."

"Yeah I know…sorry. I went on a run. What are you up to?"

"I'm waiting for Chuck to show up. I want to talk to him about why he broke up with Blair." The last part wasn't entirely true but she didn't want Nate to know that it was him she was worried about.

"Chuck is going over? Are you by yourself?"

Serena was confused by the question. "Uh…yeah I am."

"Serena listen to me. I don't want you to be alone with him. I'm coming over. Don't say anything to upset him, okay? Will you just please promise me that? I'm on my way!" Nate was trying not to sound too panicked.

A hand came from behind her and snatched the phone away. She turned to see Chuck giving her an amused smirk. "Bye Nate." He hung up the phone and looked at her. "I'm here."

Serena frowned at him. "Hi."

Chuck turned away and started picked up random things off her dresser and playing with them. "What do you want to talk about?"

"Why did you break up with Blair?"

"That's not what you want to talk about. You didn't even know we were broken up."

"Well I know now. And I went to see her. And that's what I want to talk about now."

"I told her I need space." He fished a bill out of his pocket and started rolling it tightly.

"You can't just dump her. What the hell, Chuck? You love Blair."

"Let's talk about something else. This is boring me. Let's talk about Nathaniel. That's what you want to talk about, right? Why he's been such a little bitch lately?"

She shot him a dirty look. Then she was distracted by the little bag with white power he'd taken out of his pocket and poured on her dresser. He took out a credit card and started separating 3 long white lines. "What are you doing?"

He ignored her and snorted a couple lines. He held out the bill to her and rolled his eyes when she shook her head. "I miss the old Serena. She was more fun." She snorted the last line and closed his eyes for a few seconds.

"We all have to grow up sometime, Chuck. What's going on? I'm worried about you. And about Nate."

"Nathaniel is burdened. That's all. He's going to be fine." He paused and looked at her. "You look confused. Let me try to explain in simple terms. I told him a secret that made him go bye-bye."

"Made him go bye-bye? What? He's still here."

Chuck gave her a smirk. He pointed to his head. "Up here, I mean."

"What did you tell him?"

Chuck motioned her closer with his finger. He pressed his body against hers and brought his lips to her ears and spoke loudly. "You ask too many fucking questions."

"Chuck." Nate stood behind them. "That's enough. Let's go."

Serena stood perfectly still and Chuck kissed her cheek. "Bye Serena. You look lovely, as always." He turned and walked past Nate and out of the door.

Serena looked at Nate. "You're leaving?"

Nate nodded. "Chuck needs me."

…

"We need to talk."

Nate spun around in his chair to face Serena. "I was actually just on my way out."

"To see Chuck?"

"This whole break up thing is tough on him. He needs me right now."

She crossed her arms over her chest. "That's bullshit! He tossed her away like a used Kleenex and hasn't looked back since." Nate gave her an annoyed look and turned away. She decided to take a different approach. Her voice softened. "What about me? I need you."

He faced her again. He stood up and locked his eyes on hers. "I'm sorry I've been so tied up lately."

Serena smiled at him. She placed a hand on his cheek and lowered his lips to hers. He kissed her back softly. The warmth of his lips made her melt into him and she locked her arms behind his neck and broke the kiss for only a second. "Please stay."

Nate stiffened in front of her. "I can't. I'm sorry."

Serena pulled away from him angrily. "Are you serious?"

Nate grabbed his phone off his desk and turned to leave. Serena caught his arm and held on to it tightly. "Tell me what's so urgent. I want to know why I can't get even an hour alone with you."

Nate broke free from her easily. "I can't. Since when did you get so clingy?" He said over his shoulder before closing the door behind him.

…

Blair put a spoonful of ice cream in her mouth. "Stop pacing, S. You're making me dizzy."

"And THEN he called me clingy? Can you believe that? I was shocked. I haven't seen him in weeks. The few encounters we've had in passing involve him crying in my lap or him wasted or talking about Chuck. I mean…am I being a psycho girlfriend right now? Because I feel like I've been pretty understanding."

Blair got up dramatically. "No! You are not the problem. He is. Maybe he just doesn't feel a spark."

Serena frowned. "What?"

"I was reading cosmo the other day and it said that couples who are together for a long time may feel bored or something."

"He's bored of me?"

"When was the last time you had sex?"

"Uh…well I've barely seen him long enough to have a conversation! Let alone do anything."

Blair wasn't listening anymore. She was busy barking orders into a phone. "Don't worry darling in an hour all will be ready. In the meantime, I'm having someone come in right now to give us bikini waxes."

Serena wasn't sure how Blair managed to do all that in a 45 second phone call but she shrugged and went with it. "Hand me that ice cream."

…

"Blair, are you sure this isn't just creepy?"

"No! It's hot. What man wouldn't be turned on by coming home to find you waiting for him? If Nate doesn't enjoy it then you have bigger problems. Maybe that's why him and that Basstard have been spending so much time together."

"Not funny. Fine. I'm calling him. Bye."

Serena cleared her throat and dialed Nate's number. "Hey Serena, what's up?"

"Hey baby. Nothing I just miss you so I was wondering where you are."

Nate was silent for a second. "I'm home, about to go to bed. It's getting late and I'm tired. I'll call you tomorrow though. Deal?"

Serena wasn't sure what to say. She knew that Nate wasn't home because she was sitting on his bed. "Okay."

"Alright. Night."

"Night. I love you."

"Love you too."

…

"It was a blatant lie! He's obviously hiding something. You need to confront him about it."

"He was probably hanging out with Chuck and didn't want to make me mad so he just told me he was home. It was a white lie. Not a big deal."

"You called me crying last night! It was a big deal. He's being an asshole and you need to call him out on it."

"He said he was going to call me today so we'll see how that goes and then I'll decide if I should bring it up or not. I just don't want to fight."

"Ugh. Whatever. Do what you want."

"I'm going to surprise him with breakfast. He loves waffles."

"Great. Take the liar some waffles. Way to stand up for yourself. I'm about to get a manicure. Call me when you're done with all this. Bye."

Serena jumped out of bed and stopped by to get waffles before going to Nate's townhouse.

She heard the shower on in the bathroom so she plopped down on her bed to wait for him. The clothes he'd just taken off lay on a pile at her feet. She bent down to grab them and was about to toss them into the hamper when she noticed a red stains on the collar on his dress shirt. Lipstick. Her heart dropped. She dialed Blair's number immediately. "What's up, S?"

"He's cheating on me. Nate is cheating on me."

"Okay. Take a deep breath. That's crazy, Serena."

"There are lipstick stains on his shirt. It smells like cigarette smoke. He was at a bar last night! How could I be so stupid? It makes so much sense!"

"Are you in his room now? Where is he?"

"Yes but he's in the shower."

"There's another explanation for it. Just calm down."

"I am calm! Don't tell me to calm down! If I weren't calm them he'd be dead!" Serena hung up the phone angrily and threw the clothes back on the floor. She walked out of the room and crossed the street to central park.

…

"Hey. I was just about to call. Did you bring waffles by this morning?"

Serena forgot all about the stupid waffles. "I…what…no…yes. That's not why I'm here. I came to tell you something."

Nate looked confused but shrugged anyway. "Oh. Thanks. Okay. What is it?"

She braced herself for her heart to shatter into a million pieces. She knew it was the right thing for her. "I just wanted to tell you that you don't have to worry about making time for me in your busy schedule anymore. Not that you ever did anyway but that's not the point. You are obviously not committed to us anymore and from here on out neither am I. It's just not worth it."

"What? What are you talking about? I don't understand."

"I don't want to keep doing this. Whatever you've been doing lately, there's no place for me."

"Of course there is. I'm committed. I'm here and I love you. We're perfect together."

Serena shook her head. "You haven't even noticed. We're not perfect together." Nate was talking over her now and she couldn't hear herself think. "You've been making me miserable!"

Nate fell silent and a hurt look came across his face. Serena wasn't sure how to recover from that. She struggled to find words. "You're committed to Chuck. I feel clingy and obnoxious and unwelcome. It was never like that for us. You've changed. I've probably changed too. We just need some time apart."

"Serena. I want you to be happy more than anything and I know I can make you happy again; I just need another chance. I know I've been distant and secretive lately but I need you to trust me. I promise I will tell you everything as soon as I can. When I say Chuck needs me I really mean it but you're my priority, always. I'm so sorry if I haven't been showing you that lately. I don't want time apart. I want to be with you. Please don't do this."

Serena wasn't sure what to say. She didn't expect Nate to say much at all. "Are you cheating on me?"

"What? No. Of course not. I would never."

Serena nodded. "Okay."

Nate stepped towards her cautiously. He wrapped her arms around her and let out a sigh on relief when he let her body mold against his. She wrapped her arms around his waist. "I love you so much."

Nate smiled and buried his face in her hair. "I love you too."