A/N: Some Seth/Anna references here. Actually had to re-watch S1E4 of the OC to help me get through this chapter, since I noticed halfway into writing it that Anna had actually done something similar with Seth before. Hope you like the build-up!

Blair walked to class with a bounce in her step. There were plenty of things to feel happy about – after the party that Blair had thrown last week, people were finally starting to look at her with a new found respect. Granted, it didn't go exactly the way she had hoped – or even dreamed, for that matter – but nonetheless, at least no one referred to her as the 'new girl with the headband' anymore.

The other thing that she was feeling particularly chipper about as she made her way to class was the fact that she had drama next, which was becoming one of her favorite classes of all. Blair had always had a flair and an appreciation for the arts, being a drama queen by nature, but there was something more to it than that. Something that Blair could not quite put her finger on. She almost whistled as she walked into the class and plopped herself into her usual seat, right next to Seth Cohen, who was doodling something in his sketchbook. He glanced up and nodded at her to note her presence, then returned to his sketch. She inadvertently looked him over from head to toe. His hair was getting a little longer, and his dark brown curls began to droop down his ears. Funny she didn't notice how glossy his hair looked, even though unkempt hair wasn't usually her kind of thing. And still isn't. Though she couldn't help but notice that his fingers looked quite graceful gripping his pencil, and well, he was quite good-looking – well, when he wasn't jabbering away, at least.

"What, is there something on my nose?" Seth said suddenly, brushing it with his free hand. Crap. Blair hadn't even noticed that she had been staring. Gawking was more like it. Why the sudden interest in Seth Cohen? A tiny voice asked inside her. She swallowed hard and tried to regain her composure.

"Nothing. I was just waiting for you to notice my new attire, that's all," Blair answered ever-so-gracefully. She got up slightly and motioned to herself. She was dressed in a casual v-neck sweater and a pair of skinny jeans – both from Marc Jacobs, mind you, but it was a step down from her usual ensemble, and she thought that the effort deserved a compliment.

Seth flashed a huge smile and nodded approvingly. "Hey! Not bad, Waldorf," he remarked, nudging her lightly. Blair suddenly noticed how white his teeth were. And perfectly straight. "Uh..helloooo! Blair?" Seth was suddenly waving his hand in front of her to get her attention. Snap out of it! She scolded herself. She smiled, a little too brightly. Thankfully, just then, Mr. Bieman, the drama teacher, walked into the classroom. He was in the middle of teaching the basics of playwriting, which – let's be honest – Blair had mastered since 3rd grade. Her mind kept wandering off during the lesson, and it didn't help that Blair could literally feel Seth's body heat radiating off of him as his elbow touched her arm. Why was he sitting so close? Blair thought. Doesn't he have any idea how to respect someone's personal space? But she didn't move away, and actually found herself nudging closer to him.

"Hey, so – did you hear the rumor that's been going around?" Seth whispered in Blair's ear. Blair tried to respond naturally, but his hot breath against her ear was both irritating and distracting at the same time. Why is he so close to me? Why am I getting goosebumps? "SO? Blair? Did you hear?" Seth's voice broke into her thoughts, drawing her attention back to what he was saying.

"Hear what?" Blair asked impatiently. She didn't want to get on Mr. Bieman's bad side – especially not for something as stupid as getting caught chatting in class with Seth Cohen.

"The rumor. Word is that we're…" Seth looked left and right like a ninja before finishing his sentence. " – dating."

"What?!" Blair stood up suddenly, unable to hide her shock. The entire class grew silent and stared at her, then at Seth.

"Get a room!" some girl commented, looking disgusted. Blair flushed practically hot pink as she seated herself back down.

"Mr. Bieman, can you give us a minute?" Blair asked, grabbing Seth violently by the arm.

"Ow ow ow OWWWW!" Seth yelled, "Blair, I think my arm's falling off!" Blair ignored his cries and gave Mr. Bieman her trademark doe-eyed innocent look.

"You kids had better get yourselves sorted out before you come back," Mr. Bieman said in a warning tone. Then, he gave a knowing glance to Seth and winked at him. Blair recoiled in horror and immediately dragged Seth out of the classroom after her.

"WHAT IS WRONG WITH YOU?!" Blair practically growled at him. She was seething with anger. She didn't need this – not when things at school were finally going right. The last thing she needed was another rumor that would ruin her chances at being Queen Bee.

"What's wrong with me? I'm not the one who turned into a she-hulk in the middle of drama class," Seth answered, backing away from her. Blair finally let go of him, noticing that people around her were starting to whisper and stare. She dragged him to a quiet, isolated corner and tried again.

"Why would you tell people that?" Blair continued, clearly vexed. She softened her tone, but kept a firm grip on his collar. "Look, I know we've been spending a lot of time together, and that, you know, it's hard not to overthink things. But you and I – " she looked around again before continuing, " – not happening. Got that?"

"What?! You think I spread that rumor? Are you crazy?" Seth asked, clearly confused. He looked over Blair's menacing expression, realizing that she is dead serious. "Okay, don't answer that." Blair tightened her grip in response. "Ow! Okay, stop it!" Seth shook himself loose from her grip. "Listen, of course it wasn't me who started that stupid rumor. Why would I do that when Summer –"

Just then, Summer appeared at the end of the corridor with Marissa, watching the two of them. She narrowed her eyes at them in disgust, then strutted away. Seth immediately broke free from Blair's grasp and headed after her.

"Wait – Summer! Summer! It's not what you think!" Seth slid down the hallway as fast as he could, blocking Summer's path.

"What – get away from me, Cohen!" Summer demanded, annoyed. Seth held out both his arms and refused to budge. Blair caught up with him, watching their interaction from afar. Suddenly, it all made sense.

"No, Summer. I will not get away from you." Summer turned away from him, crossing her arms. "Summer, I know what people have been saying about me and Waldorf," Seth started. Blair cringed at the way he spat out her name as if it were a dirty word. "But it's nothing like that. We're just friends. Right, Waldorf?" he called over to Blair.

"Of course," Blair answered, right on cue, even though she was overcome with an uneasy feeling that washed over her. Blair was very familiar with this feeling – it was the way she felt whenever Serena showed up, making Nate's eyes light up in response. She just didn't understand why she was feeling this emotion now, of all times.

"Just friends," she added, for insurance.

Seth flashed Blair a grateful smile that made Blair feel sick to her stomach. "See, Summer? Just friends. Nothing more. You know how I feel about you," Seth pleaded, taking Summer's hands.

Summer shook herself free from Seth's grasp. "Whatever, Cohen. You think I care whether or not you and Manhattan chick are dating? Ew." She rolled her eyes. "Come on, Coop. Let's go." Summer walked away with her chin up, with Marissa following closely behind. She gave Seth a helpless look and shrugged, looking sympathetic. A small crowd had collected around them to watch the commotion between Seth and Summer.

Great. So the whole school knows what I was too blind to figure out on my own. Not that it wasn't totally obvious that Seth was totally head over heels in love with Summer Roberts. He practically got a seizure every time she walked by. Blair recovered quickly and walked over to Seth. "Well, I'm glad we got that cleared up," she said, as casually as possible. But Seth didn't pay any attention to her. He was slumped over and sat down on the floor, leaning against a locker. Sighing, Blair crouched down next to him. She wasn't about to let her clothes touch the bacteria-infested floor, but she couldn't bear the sad look on Seth's face. "So, you want to cry into my shoulder?" Blair asked in a sarcastic tone.

"Nah, not much meat there," Seth responded, not missing a beat. Blair shifted her eyes from left to right, trying to look bored. In reality, Seth's candid confession to Summer had left Blair with an empty feeling inside. It wasn't like she liked him or anything, but she at least thought that Seth had some sort of feelings for her after all the ways he had saved her through these past few weeks. But Blair was not one to wallow in self-pity. Nor would she allow Seth to. She took a deep breath.

"So, are you planning to sit there for the rest of your life?" Blair asked, crossing her arms as she got up.

"Meh, that's not a bad idea considering I'm probably gonna spend it alone, like the crazy cat lady," Seth replied.

"Oh, so that's real sexy. Nothing more attractive than self-depreciating humor."

"My specialty."

Blair tried again. "You know what your problem is, Cohen?"

"Uh…I'm a Jewish boy with a lanky figure and a keen interest in comic books. Oh – and I'm not on the water polo team."

Blair smiled. He won some points with his sharp tongue and cutting sarcasm. She cleared her throat with authority. "The problem is, that you have no confidence," Blair said as she approached him. She stood, literally one inch away from his face. Seth could feel nervous beads of sweat running down his back. He had never been so close to a girl before. Especially not one as attractive as Blair Waldorf. Holding his gaze for just long enough, Blair finally took a step back, allowing Seth to relax. She didn't want to admit that her heart was literally jumping out of her chest, and instead, looked cool as ever as she looked right into his eyes. "I'll help you."

"What, like be my sidekick and fight crime together?"

Blair ignored his snark. "Help you impress the girl of your dreams. And help you grow some balls," Blair teased. "Girls don't want to be chased by needy boys. They want to be impressed by strong, confident men. See this as me returning a favor." Blair walked up to Seth again and reached out to unbutton the first button of his shirt. The move revealed his strong Adam's apple that made Blair's heart skip a beat again. Seth could feel the cool air hit is bare skin and felt goosebumps rising on his arm. He was too afraid to move a single muscle and kept perfectly still while Blair reached up to brush a strand of loose curl from his forehead.

"Confidence, Cohen," she whispered into his ear, before taking him by the hand and leading him back to the classroom.