A/N: Another outtake like I said. I actually liked this one a lot the different parts I added.

Disclaimer: I only owe Layla and so glad I do because I love this character.

Season 2 Episode 19

Chuck walked into Blair's house to find her sitting on the couch in nothing but lingerie. His new found relationship with Layla made it very easy to not tempt temptation.

"Serena thinks you're in some kind of trouble" Chuck said.

"She's not" he heard Carter say as he came into the room and kissed Blair.

Great Chuck thought to himself. Just what he needed Carter Baizen.

"What are you doing with this insect?"

"Having the time of my life. Thank you very much" Blair said.

"Well as much I enjoy bursting your bubble, he's just using you to get to me." Chuck said.

"Why should you care, you and Layla are back together"

"Blair this guy…"

"What? Dishonest? Bad news? He can't be worse than you"

"I'm the one trying to help you"

"I'd rather take Carters help"

"This is the guy that left Layla in Europe."

"Then run off to her. Your damsel in distress. Layla cries help and Chuck rushes to her rescue" Blair said harshly shocking both Carter and Chuck. Chuck looked up at Carter whose face was blank and headed out.


Chuck walked out onto the street later that day when his phone rang.

"We have a problem" Serena said on the other end.

"Let me guess. Carter Baizen? As usual you're a step behind."

"He's encouraging the worst in her"

"True. Unfortunately my PI has yet to dig up anything that would clear Baizen out. I've also tried the whole Layla deal but that doesn't work and I hate to get her involved when she's with family."

"Tell him you want to see him" Serena said knowing where to get him.

"Why? What do you have?"

"Just do it"


Chuck sat waiting for Carter to meet him. Carter walked in and took a drink that sat in front of Chuck.

"I'm surprised. You waved the white flag so soon. Goes down almost as easy as you do."

"So it was just a game"

"Not originally. I came back to town to discuss something with Layla. Stuff that's none of your business but I saw opportunity in a vulnerable Blair. A way to mess with you"

"You'll stay away from Layla."

"We'll see about that." Carter said sure that Chuck still didn't know anything " I have to admit Blair surprised me. She certainly knows how to let loose. Almost exactly like Miss Archibald. Victory never tasted so sweet."

"Leave my girlfriend out of this Baizen. Your business with her ended when you left her in Europe"

"I should get going, Blair's meeting at a party and it's not the kind of place she should be left alone."

"Actually I don't think you'll be making that" Serena said entering the conversation.

"What's this Good Cop/Bass Cop?" Carter asked looking between the two.

"Blair needs to regroup so you need to bid adieu" she said and handed him a plane ticket.

"Dubai again? Nice try but I'm having way too much fun" Carter said then looked over at Chuck "Plus I have unfinished business to do. Nothing's going to make me leave town"

"What about Santorini? Do you think Blair will want to hear about that or better yet that girl you told me about, the one that got away?"

"You wouldn't, you couldn't you don't even know her" Carter said which made Chuck curious.

"But I do know Blair and I have all the numbers I need. But I won't if you leave town now. Alone."

"There are a few thing I could hold over your head from that trip. Consider us even." Carter said getting ready to leave and then turned back around "If you think getting rid of me is going to change Blair back think again. I'm just a symptom not the cause"

"You were the cause of Layla's downward spiral" Chuck said stepping toward him but Serena grabbed his arm.

"Oh Bass, you have so much to learn about that Summer" Carter said then walked out.

"What is he talking about?" Serena asked

"What happened in Santorini?" Chuck asked avoiding the question.


Chuck got on the phone to call Riley

"Hey whats up Chuck?" Riley asked.

"I need you to do me a favor"

"Yeah sure, what do you need."

"I need you to come get Layla, she and I just broke up and she's going to need a shoulder to cry on and I'll be dammed if she uses Humphreys again.

"Yeah I'll be right there"

"Country Club for her family reunion"

"Yeah"

Chuck hung up the phone and watched Blair pretty much destroy herself and pulled her aside.

"You about done?" he asked

"No" Blair said drunk.

"What are you doing? Trying to destroy the old you? Burn every bridge? It won't help. Believe me I've tried."

"Well maybe I should go up to the roof make it a little more dramatic"

"This isn't you"

"How do you know?"

"Because I know you"

"Oh that's right. You can see right through me can't you Chuck. Down to my core. Remember the first time you saw the real me. The Blair that danced for you at Victrola. The Blair with no hang ups. Take me"

"Why?" Chuck asked.

"To prove nothing matters" Blair said kissing him and he pulled away.

"I can't"

"Layla?"

"This isn't you. This isn't the Blair I want" Chuck said and Blair stepped backwards.

"Then go back to your precious perfect A! The mother of your child! Life is so perfect for Layla Archibald! I'm pretty sure she got into her school of choice!" Blair yelled and walked away.

"Blair!" Chuck yelled.


Blair sat in an empty room just enjoying the silence when she heard someone joined her.

"What are you doing out here" she heard Nate ask her. Great her speech about Layla and she gets Nate to join her. Fantastic.

"I don't know" she said.

"Well here" he said giving her his coat. She put it on and Nate sat down next to her. They sat there in silence for a moment Blair unsure of what to say after her rant inside.

"Remember the first time you brought me here? When we first started dating? We were like…"

"12" Nate said and Blair smiled.

"We use to talk about our future. How perfect everything would be. Layla always said how jealous she was that we had found each other. That we had everything."

"Yeah, little did we know her and Chuck would later have that same connection." Nate said Blair ignoring the Chuck part.

"What happened? When did everything get so screwed up? This isn't how it's supposed to be. I just feel so…"

"Lost" Nate answered.

"Yeah"

"You remember when you use to make us watch your favorite movies over and over again? It use to drive me nuts"

"Is this a pep talk?" Blair laughed.

"I asked you why you liked watching movies you've already seen and you remember what you said."

"I like knowing how things are gonna turn out"
"Exactly. You cant fight who you are. I've been learning that lately and you're Blair Waldorf.

"What happened to the Nate Archibald who just wanted to get high and play Halo?"

"I don't know. It could have to do with Layla getting pregnant or my dad being arrested. Either one really. The Archibald Twins had to grow up a lot this year."


Serena walked in to her home and spotted Chuck sitting on the couch drinking.

"You left early. What happened to Blair?" Serena said but Chuck ignored her. "Chuck? Okay fine have fun drinking by yourself"

"I lost Layla and now I'm losing Blair"

"Lost Layla? How?"

"She broke up with me because of Blair. Again."

"Because she knows you. Chuck, Layla loves you so much she'll sacrifice it for your happiness with Blair."

"I know"

"Than do what she wants and fight for Blair. That's all Layla wants is for you two to just have a chance."

"I tried and I failed"

"Then try harder. Don't let Layla's sacrifice be for nothing."

A/N: I hope you liked it, I really wanted to show the whole Layla/Chuck/Blair triangle pre season 3. I also wanted to put in just how much Serena and Layla understand each other. Also any scene with Chuck and Carter is the best. So much sexiness in one room. I love it and I always loved the character of Carter so trust me you'll see a lot of him in the future. Also if you want to see outtakes of a certain episode (out of the episodes I have posted on Secret Keeper, so anything before season 4) please let me know because I will do it. I have a lot of fun doing them and figuring out how Layla would be entered into conversation and how a situation could involve her without involving her e: this chapter with Carter, Chuck and Serena.