A/N: This chapter is part 3 of 4.

PARIS. TEN WEEKS UNTIL THE WEDDING.

Chuck stole another glance at himself in the mirror before he left his hotel suite, even though he knew he looked impeccable. He always did.

The smells of the cool Paris night floated around him as he exited his hotel. He sighed in contentment; he was in Paris, she was in Paris, and there was no fiancé or blonde dynamic duo to interrupt them. Their kiss on the crowded streets of New York had left him hungry for more, and being thwarted by Nate in the kitchen still made him growl in frustration.

The cool exterior, the fire below…

Chuck was no fool; he knew he was walking a fine line with Blair. One false step, one word too many, and she'd make sure he never came close to her again. She was just as resourceful and cunning as he was; if she truly wanted him gone from her life, she'd make sure it was done. There would be no room for doubt.

His instincts were right: there was still something between them. Surely she realized it as well?

A voice and a gust of wind interrupted his thoughts; his car door had been opened. "Monsieur Bass? We've arrived."

Chuck exited the car, walking with eager steps through the hotel to Blair's room.

Blair, I'm sorry about this afternoon. I swear I'll find out what's wrong with your father and do everything in my power to help, even if I have to fly specialists in from every corner of the world. He'll be safe, I promise, I don't want you to ever have to go through the pain of losing him…

He reached her door within moments and knocked firmly, stepping back to take a deep breath. He steeled himself for the possibility that she might just ignore him. But what if she wasn't even in her room? What if she'd gone out - met up with some friends or gone shopping for the evening? Shit, why hadn't he made sure that she was here before he rushed over to –

The door swung open then and a curse caught in his throat. All preparation in the world couldn't have helped him in that moment…he was in trouble.

Son of a…she's fucking gorgeous.

"The food better not be cold, it's been almost half an hour – Chuck?"

Blair stood gaping in the doorway – she'd obviously neglected to check who was knocking – with a towel in one hand and wearing a robe that had been loosely belted in haste. Her hair hung in wet tendrils down her back and over her chest, soaking the already sheer fabric of her robe.

"What are you doing here?" she demanded, her shock dissolving quickly into panic. She poked her head out into the doorway and look up and down the hallway, making sure no one was around. "Get in here before someone sees you!"

She grabbed him by his shirt and yanked him inside her suite, nearly slamming the door behind her.

"What were you thinking, showing up here when anyone could have seen you?" Blair asked, giving him a final push as she released her hold on his shirt.

Chuck opened his mouth to speak, to tell her that he'd spoken to his PI about her father, but found himself running his eyes along her body instead. Blair followed his gaze and saw that she may as well not even be wearing anything at all – the top of her robe had become so transparent from the water dripping from her hair. Her hands instinctively reached up to wrap the towel around her body, but Chuck darted forward to stop her.

"Don't," he whispered, fingers burning where they touched Blair's skin. "You're so beautiful..."

He was toe-to-toe with her; she could feel his ragged breath on her face. Blair raised her eyes to meet his, already knowing what she would see. Dark eyes shining with intensity bored into her, warning her of what was coming...but it seemed that her reflexes were moving slower than usual. Just when she raised her hands to push away from him, just when she opened her mouth to protest his proximity to her, his lips covered hers.

Dexterous fingers knotted in her wet hair, tugging lightly and eliciting a small whimper from her. His other hand wrapped around her waist and crushed her against him. When his tongue coaxed her mouth open a moment later, she thought she might die from an overload of sensations. She marveled at his familiar taste as she matched the thrusts of his tongue and pressed herself against the length of his body.

She gasped for breath when he pulled back to nip at her lips, moving on to her jaw and towards her ear. They became a tangle of hands, hot breaths, and skin – bodies so close that Blair could barely tell where she ended and he began. It wasn't until he began suckling on the sensitive spot below her ear that she snapped out of her reverie.

Blair ran her fingers through his hair and grasped at his neck, shuddering against him as his tongue traveled down her neck. What on Earth was she doing? She was letting Chuck kiss her…no, worse: she was encouraging him.

Oh, God. She wanted him. She wanted him again, after all these years…there was no way she could convince herself otherwise now. She was a fool for thinking that she could ignore the feelings that he sparked in her. Feelings that, she suspected, she would always have for him.

This was not good at all.

In an instant the air around her turned sickening and heavy, and Chuck's roving hands did nothing to help the suffocating feeling swimming in her head. She needed to think, needed to gather her wits…needed to pull his hands off of her. She needed to end this. But when she moved her hands to his chest to push him away, he just pulled her closer.

"Chuck…please," she pleaded, straining against his embrace.

"Please what?" he murmured, his lips moving across her collarbone and his hands wandering down her back.

She tugged at his arms and tried to wriggle out of his grip. "Please…don't do this."

Chuck's ears perked up at her pleading tone; the lust that clouded his brain began to clear. Blair was shaking beneath his touch, her body leaning away from him, and her eyes were filling with tears –

Wait, she was crying?

He released her so quickly that she nearly stumbled backwards, but she caught her footing and looked away, a fresh tear track shining on her cheek. He felt like he'd been sucker punched – seeing Blair cry because of things he couldn't control, like her father's mysterious illness, was painful…but nothing compared to the gut-wrenching feeling of knowing that he was the one who made her cry. And he had a bad feeling that this time, he was the catalyst.

"Blair?" Chuck asked. "What's wrong?"

She collected herself enough to look up at him. Another tear escaped but clung stubbornly to her lashes.

"I don't want to choose," she said, so softly that he almost couldn't hear.

Chuck shook his head in confusion. "Choose…?"

"Choose between my fiancé and…whatever physical attraction I obviously still feel for you." She closed her eyes and sucked in a breath.

Under any other circumstances, he would have been elated at her admission that she felt something for him. But when Blair Waldorf cried, he was forced to admit defeat. He hated seeing her tears, hated knowing that he had somehow caused them. How can I stop her tears? was the only thought his mind could handle at the moment – everything else was swept under the rug.

"Blair, I –"

"I love him, Chuck," Blair said, cutting him off. She wiped away the wetness on her cheeks and took a deep breath. "I love him. He…fixed me when I didn't know I was still broken. He is the only person in the world who knows me better than you do."

Chuck opened his mouth to disagree, but Blair ignored him.

"Before you put in any more effort to pursue me, Chuck…I chose a life with him. And no matter what you say or do, I will choose him over you."

And there it was: the only phrase that could derail him.

Because these words had no subtext. Desperation laced every syllable that fell from her lips, but it was not a plea for him to save her from her choice, but rather for him to leave her in peace.

"I know that's not what you wanted to hear," she continued, shifting on her feet. "But you needed to hear it."

His heart was slamming against the walls of his chest. He took a step towards her. "You can't be serious."

Blair shook her head. "I am. And I'm sorry. Maybe we can –"

"Stay friends?" Chuck sneered.

Her smile was sad. "Yes," she answered.

"How can you expect us to be friends when I'm in love with you?" he countered, taking hold of her arms. "Don't ask me to go through the hell of seeing you married to another man. I won't do it. I can't do it."

"I just…thought it would be the better alternative," she replied.

He scoffed. "There's something worse?"

"Of course," she said. "I could tell Nicolas I changed my mind about New York, and we'd be gone in a week. You'd never have to see me again. But if you love me like you say you do…then you'll take my offer of friendship. It's the only thing I can give you."

He released her shoulders and watched as she stood straighter. Resolved.

"You'd really leave New York again?" he said in a soft voice. "But it's your home."

Blair shook her head and sidestepped around him, walking towards the door of her suite. "New York isn't my home anymore, Chuck," she said. "My parents live in Paris now and I've. Nate and Serena are my only friends left on the Upper East Side."

Her words stung him, but he made no show of it. "Your only friends?" he repeated.

"I've lived in Paris for the last five years," she said slowly, as if that should explain everything to him.

As if she expected him to say, "Of course," and retreat from the room, never to question her again.

Chuck stood still and tightened his jaw. She was treating him like a child, feeding him bullshit with each word she spoke. How could she want to remain friends with him, but not even count him among her friends? How could she possibly consider France her home when she had always dreamed of reigning as Queen of the entire Upper East Side?

"You've changed," he stated.

"I'll take that as a compliment," Blair replied immediately.

"It's not," Chuck said. "You're not Blair Waldorf anymore. You're not the girl I grew up and plotted with."

He could read the shift in her demeanor before she spoke; she was annoyed with him now. "Well, you're right," she spat. "I'm a woman. A woman who won't let anyone think they own her."

"You are most definitely a woman now," Chuck agreed, ignoring her scathing tone. "And you're right: no one owns you. But what you're doing now is worse than allowing yourself to be owned: you've been running away all this time. Since you left for Paris with Serena, you've been trying to escape. That's how you've changed. The Blair Waldorf I knew would never do what I did…she'd never run away."

Because…I love you.

Well, that's too bad.

Blair opened her mouth and shut it. "I don't know what you're talking about," she said finally, lifting her chin in defiance.

"Oh, I think you do," he said, taking a step towards her. She backed up until she hit the door, cornered by his predatory body language. "You can't bullshit me, Blair. I've done the same things to escape pain. You may have changed, but I still know you. You're lying to me right now…and you're lying to yourself."

The words stuck in Blair's throat. She remembered arriving in Paris after finding out about Chuck and Jenny, devastated and alone, despite Serena's presence. She'd lost herself in a haze of alcohol for days, then slept well into the afternoon for at least a week after that. When she finally found herself wandering among the shelves of the library nearby, she knew that it was hopeless. She would never get over the pain of what Chuck did to her.

He was right, she did run away. She ran like he did when his life came crashing down around him. It was almost as if she thought behaving like Chuck would bring him back somehow.

She closed her eyes as she remembered the pain he'd brought her, taking a few breaths to steel herself. As usual, his guesses hit much too close to home.

"I'm right, aren't I?" Chuck asked, taking a step towards her.

"You need to leave," Blair said instantly, her tone more resolute than she expected. "Now."

Chuck backpedaled. "Blair, wait a minute –"

"Please," she said firmly, opening her eyes. "Just go. I don't want you here anymore."

"No," he begged. "Hold on, I didn't mean –"

Blair threw out her hands and pushed him backwards, far enough away so that she could open the door she was leaning against. She it open for him and motioned for him to go.

"Chuck, really," she said. "I'm asking you to leave now…before I call security."

Chuck opened his mouth to argue with her, but the look on her face made him think twice. She was resolved, yes…but sad. Hurt. And he knew that a hurt Blair Waldorf wasn't someone he wanted to push his luck with, especially when he needed to make sure she didn't walk out of his life forever.

Defeated, he gave her a parting nod and brushed past her. He was barely out of the door when she slammed it shut behind him.

The next few days passed quickly for both of them.

Blair busied herself with her work, more desperate than ever to get back to the States and Nicolas. She longed for their uncomplicated relationship and the level of complete comfort they had with each other. She missed the way he admired her body while she dressed and the way he insisted that he make breakfast on Sundays, feeding her blueberries as he mixed pancake batter. Blair caught herself wondering on several occasions if her relationship would suffer…now that she had admitted to herself that she wanted Chuck.

Chuck abstained from drinking for possibly the first time in his adult life, allowing him to be more productive with his time during the day. He lunched with a few colleagues and scouted some potential acquisitions for Bass Industries. He strolled along the tourist-filled Parisian streets and picked up a few things for his wardrobe. Chuck had a soft spot for French fashion. In the evenings, he stood out on his balcony and watched the sun set and the Eiffel Tower light up, all bright and flashy, and he realized he missed New York City.

Waiting for Blair to come around seemed like a good idea when she kicked him out of her hotel room days ago. Hell, it still seemed like a good idea…and he was willing to wait for her forever. But he couldn't stay away from Bass for too long, especially since there wasn't any company business left in Paris for him to attend to now. But he needed to see her one last time before he left.

Just one more visit with her to plead, to fight, to beg, anything…but mostly, he needed to apologize.

With a smile, he recalled how difficult it used to be for him to express remorse of any kind. It used to be that he had trouble expressing feelings of any kind, except spite or pride. But he had changed – he was still changing – and not for the first time, he acknowledged that it was the result of having Blair in his life.

When Chuck stood outside Blair's hotel room four days after she kicked him out, he wasn't drunk.

The past few nights were a bit sleepless (which accounted for the dark circles under his eyes), but he hadn't poured as much as a finger of his favorite vice in days.

Instead, he thought endlessly about the (guilty) way she looked as she shut the door between them and realized how irrational he was acting.

He understood why she wasn't more receptive to him: she believed that her feelings for Faria were real. And it didn't matter if it was real love or not; she had convinced herself of it, and so it was. He could shake her and throw tumblers of scotch against gilded mirrors and howl that she wasn't really in love with Nicolas until he took his dying breath, but she'd never waver in her convictions.

He would never get her back if he continued to behave like a territorial beast (because, truth be told, he knew that was exactly how he was acting).

So he poured his once-customary nightcap around midnight, dipped his fingers in the amber liquid, then wiped the wetness off on his suit and across his jaw. He took a conservative swig from the bottle to ensure that the smell would be on his breath, then called the front desk to summon a car.

When he arrived outside her hotel room ten minutes later, he tugged at his shirt so that half hung out of his pants, tousled his hair, and adopted a blank stare.

With a deep breath, he rapped on the door.

He knew his "drunken" apologies tonight wouldn't be taken seriously, but he'd already be in her hotel suite waiting for her when she awoke the next morning. Then he could speak to her properly, reiterate what he had said the night before, and then maybe she would believe him.

It was a long shot, but maybe she would give him a second a chance.

When Chuck stood outside Blair's hotel room four days after she kicked him out, he wasn't drunk. …but for the first time in his life, he was thankful for his adolescent indulgences. Otherwise, he never would have been able to play intoxicated so convincingly.

"I'm sorry," he confessed when she pulled the door open.

He stood hunched over in the doorway, with a hand grasping the doorframe next to his head. The dark circles under his eyes and the stubble on his jaw made him look ten years older. It was obvious that sleep had been eluding him for days.

"Chuck," Blair said with a frown. "Have you slept at all? You look like you've been up for days."

It had been a long time since she had seen him look so bad. She wanted to put a gentle hand on his shoulder but stifled the urge. Even a comforting gesture could be misconstrued, and she wasn't sure what his motives were for showing up at her door at midnight.

Plus, she was still reeling from their kiss days ago…in that very room.

"I'm so sorry, Blair," he continued, glossing over her concern. "I've treated you terribly. I haven't given any thought to your feelings…just assumed I could claim you…"

Then his head bobbed a little, and she realized he was drunk.

He's certainly gotten better at hiding it, she thought.

"Come inside," she said sternly, grabbing him by his arm and tugging him into her suite. "You can sleep this off on the couch. I don't want you outside playing in traffic."

She prodded him towards the couch and made him sit down, her nose wrinkling at the strong smell of scotch on his breath and his clothes. With practiced ease, she removed his jacket and started working on his shoes, then discarded his socks.

"Slow down, Waldorf," he slurred. "I'd like to wake up tomorrow morning with my innocence intact."

Blair gave him a wry look. "I think you lost that years ago, Bass," she teased. "Around the time most of the kids our age were playing tag around a sand box."

"I was thirteen," he corrected, waving his hand in a dismissive gesture.

"Of course," Blair snorted. "Georgina Sparks. I'm so glad she finally got caught up in the wrong scheme…thank God for the Witness Protection Program. Now we'll never be forced to see her again."

When she glanced up at Chuck, she saw that his arms were clasped limply behind his head. He had unbuttoned the top buttons of his shirt and a tiny bit of hair was peeking out, making her want to rake her fingernails down his chest.

"And…now I'm ready for bed, so good night," she finished quickly, standing up and hurrying towards her bedroom door.

"Wait," he called, pushing himself up and supporting his weight with his arms. "His voice was thick with inebriation and some of his words were stringing together. "You didn't let me finish."

Blair gave a heavy sigh. "Bass, go to sleep. You're drunk, and therefore it doesn't matter."

"I know," he conceded. "But it doesn't make what I'm saying less true."

She crossed her arms over her chest. "Fine. You've got one minute."

"I'm so sorry, Blair," he said earnestly. "I told you that I've changed, but I haven't really…proved it. I know you're in love with him –" the word was sneered "– but I also know that you still love me. You feel more than lust for me, even if it's just a…a little bit."

Blair couldn't move.

"I know you do," he continued. "Because despite what I said earlier, you still act the same around me…the same way you did when we were 16, when you denied how much you cared about me because of your reputation as Queen.

"And contrary to what you probably think…I'm not trying to take you against your will. If you really don't want me, then I'm not interested in forcing you. I want you to be willing. I want you to love me. I want…everything from you, Blair. And I want you to have everything from me."

She felt her eyes watering at his words, knowing that he meant them. Even if he was wasted.

"I'm not sure what you want me to say," she said softly, not trusting her voice to speak any louder. She was already fighting to keep her emotions straight.

"I don't expect you to say anything right now," he replied, his eyelids drooping. "But don't keep me waiting forever. I've already lost five years with you."

And with that, his eyes shut and his breathing grew heavy.

Chuck had fallen asleep on the couch in her suite and left Blair alone with her thoughts. Quietly, she turned and retreated to her room, shutting the door and locking it behind her. She may be nice, letting him sleep there…but she sure as hell didn't trust a drunk Chuck Bass on her couch without a locked door separating them.

When Chuck awoke the next morning, Blair was already gone.

"What the fuck…?" he mumbled, staring at the open door to Blair's room. He glanced at his watch and groaned at the time – just after 7am. Where could she have to be this early in the morning? And why hadn't he heard her leave?

He sat up on the couch and rubbed his eyes, cursing himself for sleeping through her departure. If he hadn't been so sleep deprived, he would have stayed up all night to ensure he caught her in the morning.

A knock came at the door, and his excitement at the thought of her propelled him to his feet.

Blair!

"Room service," came the heavily accented English from behind the door.

Groaning, Chuck walked to the door and opened it, beckoning for the man to enter with his delivery. After his breakfast had been laid out on the small dining table, Chuck reached for his phone. No messages.

There was, however, a scrap of paper folded on the rim of his coffee cup. The small flurry of words across it read:

You'll be gone when I get back, so have a nice flight back to the city. Enjoy your breakfast. –B

The note crumpled in his clenched fist. He called his hotel to have them bring some fresh clothes and his toiletries for him as he ate; he didn't have much experience with apologies, but he was certain that they were more likely to be taken seriously if hygiene wasn't an issue.

But he wasn't about to leave Blair's hotel room, not when he had gone to all the trouble of pretending he was drunk so she'd let him in.

No. No matter what she said when she returned, he wouldn't leave.

Special thanks to ivorykeys09, who puts up with my insane writing session goals and is just the best. Seriously.

Thank you to my superamazingwonderful reviewers: tinamarie333, ivorykeys09, Krazy4Spike, 88Mary88, Maryam25, Temp02, LeftWriter224, KillerNewton, TriGemini, CBALWAYS (thanks! :)), & TerraBeth. I love hearing everything you all have to say. And to those who added alerts: you're all awesome, too. :)