A/N: Sorry for the delay, I am back at school and still doing two fanfics so I'm stretched a little thin. I hope you all enjoy.

One warning though, I have seen a lot of spoilers and while I'm not working off of those some of them may appear in my story because they fit too perfectly not to. But from here on out I am pretty sure my story differs enough that I am on my own.

Disclaimer: I do not own Gossip Girl or its characters

Rated: T mostly for language.

WARNING: It does get more M rated near the end.

___________________________________________________

Chuck had seen Blair for the first time since he left for England when he picked her up for school because the first plane he could get, didn't get in until that morning. After some serious catching up in the limo, he dropped her off at the steps so that he could meet Nathaniel and smoke a joint before heading in.

Blair reluctantly got out of the limo, only to find Serena sitting with Penelope and Hazel on the stairs. Blair shook her head and rolled her eyes as she walked up the street to where Jenny was standing. She had finally gotten her priorities in order; who cared who the Queen B was of some stupid high school. Real life was more intense, and way more important.

Serena noticed immediately that Blair didn't care. She was taken the thing that she thought Blair would care about the most and Blair barely blinked a perfectly made up eyelash. That was the only reason that Serena had done this; she wanted to get Blair's attention and didn't know another way. So she jumped up and ran down the street after Blair. "Blair, please wait up." When Blair didn't stop Serena yelled louder. "Are you ever going to stop being mad at me, it has been two weeks and I miss my best friend?"

Blair turned around, almost causing Serena to run into her. Serena was expecting anger or emotion of some form but Blair looked almost peaceful. "I'm not mad at you Serena. I'm just over it. Over everything. I'm done with all the childish high school games."

Serena looked at Blair for a minute and Blair looked back. "You're different now aren't you?"

Blair looked to Jenny, then looked across the street where she spotted Dan taking a hit with Nate and Chuck. That surprised even her but she looked back at Serena and after thinking about it she nodded. "I think so."

"I get that but Blair I am so so sorry and I want you back as my friend. Please. I only did it because I missed you guys . . ."

Blair smiled. "You don't have to finish Serena, Nate, Chuck, and Dan have pretty much filled me in. If it was me I probably would have done something different but I get it. This new different me gets it. I don't want to spend my time being angry at the people I care about." At that Blair turned and spun Jenny around as well before linking arms with both girls. "By the way, the fitting for your bridesmaid dress is tomorrow."

Serena gave Blair a side hug and squealed before continuing with them towards school. Or at least she would have if she hadn't spotted Dan, Nate, and Chuck walking towards them. "B, I'll catch up with you guys later okay, I really need to talk to Dan."

Blair laughed. "Go get your man back S." She and Jenny continued on, now accompanied by Nate and Chuck, both of whom shot Serena a not so nice look, leaving Serena and Dan to talk.

"Hey." Serena said shyly.

"Hey." Dan said. He hadn't smoked nearly enough to be high but he definitely felt good and he was tired of all of the childish games. He wanted to be with Serena and that was that. So after a few moments of standing there awkwardly listening to her apologize, he pulled her into a hug. "I love you Serena and all I ever wanted was for you to fix things with everyone else. I understood what you did from the very beginning."

When Serena brought her head back up she was crying. "Everyone is making this a lot easier than I thought they would. I would have punished me more. The only person that hasn't forgiven me now is Nate and Chuck but Chuck will now that Blair has."

Dan smiled. "They're your friends Serena. They want you back as their friend more than they want you to pay for what you did. As for Nate, he will come around. He and Jenny are together now and he's the happiest I've seen him since that time last year after Christmas when things were going well with him and Blair."

"I don't deserve you." Serena said smiling through her tears.

Dan laughed. "Funny, a year ago I would have said the same thing about you." He was glad that they were back like they were suppose to be. "Lets go to class."

Serena nodded and laced her fingers with his before heading into the school courtyard.

Look's like things are back to normal on the UES. S and D are back together and I for one am glad. With thins so tumultuous in the lives of our other high school royalty we need a little stability in our lives. Speaking of changes, J and N seem to have made the leap from friendship to relationship, V didn't look too happy when she saw them in the courtyard this morning. I guess someone still holds a flame for our deliciously confused N. As for B, it seems like she and C are friends once more. Or is it more than that? With B's wedding quickly approaching she better make a decision quick. So what is it B, are you in on this engagement or are you out?

you know you love me,

xoxo

gossip girl

_________________________________________________________________________

Blair would stop time if she could. Ever since she and Serena had made up, it had felt like the world was flying by. She had always wanted her life to be a movie but she wanted scenes with dialogue and it felt like everything was some kind of musical montage.

Everyone was getting frantic. Two weeks until the wedding and her birthday party. It felt like she was running out of time. They all were.

I never knew,
I never knew that everything,
Was falling through.
That everyone I knew,
Was waiting on a cue,
To turn and run,
When all I needed was the truth.

The wedding plans were starting to consume Blair's life; while at the same time, Chuck's was being consumed by finding anything on Marcus. Everything he had tried, every lead, every possibility, had come up empty and he wasn't sure if there was anything else he could do.

But that's how it's got to be.
It's coming down to,
Nothing more than apathy.
I'd rather run the other way,
Than stay and see,
The smoke and who's still,
Standing when it clears.

Jenny and Serena had taken over planning Blair's birthday party. It was the least they could do. As soon as the rehearsal dinner was over the party would start. It could give Blair one last night to be a high school girl, having a normal birthday party with her friends.

And everyone knows I'm in,
Over my head.
Over my head.
With eight seconds left in overtime,
She's on your mind.
She's on your mind.

Nate and Dan were trying their best to help Chuck. They along with Chuck and Eric were still Marcus's best men; however, Marcus had no idea that they knew that Blair didn't want to marry him. They acted like they were his friends hoping he would confide, something, anything, in them that they could use against him.

Let's rearrange.
I wish you were a stranger,
I could disengage.
Just say that we agree,
And then never change.
Soften a bit,
Until we all just get along.

Every moment they weren't working and even most of the ones that they were, Chuck and Blair were together. Drinking in the time that they could because they didn't know how much time they were going to have.

But that's disregard.
You find another friend,
And you discard,
As you lose the argument,
In a cable car,
Hanging above,
As the canyon comes between.

Blair was getting scared. It was Thursday and the Wedding was Sunday. Chuck was finding anything and neither were Dan and Nate. She buried herself further in the wedding plans, hoping against all hope that something would turn up.

And everyone knows I'm in,
Over my head.
Over my head.
With eight seconds left in overtime,
She's on your mind.
She's on - oh.

The night of the rehearsal dinner, Dan was picking up Marcus's suite at the drycleaners. As he paid the woman she stopped him. "Wait, sir, this was in the pocket of the suit."

Dan thanked her and walked out. He hadn't thought much of the paper until he noticed that it was a letter. From Marcus's father of all people. Dan couldn't resist opening it, who knew, it might be just what they were looking for. As he read the letter he thought he was going to collapse. If he was reading it correctly this letter indicated that Marcus and his father were trying to dispose of his brother. Trying to make him ill. His father thought Marcus would be the better king. This was crazy and exactly what they were looking for. He had to get it to Chuck.

And suddenly,
I become a part of your past.
I'm becoming the part,
That don't last.
I'm losing you,
And its effortless.

The letter Dan had given him at the beginning of the rehearsal dinner was burning a hole in Chuck's pants as he sat there playing the good best man. As soon as they were done and headed to the party he pulled Blair aside. "We may have something. I need to look into it so I'll be late to your party."

Blair immediately grabbed her coat. "I'll go with you." The hope in her eyes was evident.

Chuck kissed her cheek. "No, you can't miss your own birthday party. I'll be there soon."

Without a sound,
We lose sight of the ground,
In the throw around.
Never thought that you wanted,
To bring it down.
I won't let it go down,
'Till we torch it ourselves.

Blair went to the party and it was fabulously done. Every last detail was perfect and all of her high school friends were there. It was everything she would have wanted but all she could think about was where Chuck was and what he might have found.

And everyone knows I'm in,
Over my head.
Over my head.
With eight seconds left in overtime,
She's on your mind.
She's on your mind.

Chuck checked with the PI's but none of them had noticed anything off about Marcus's father and his brother was in perfect health. Chuck didn't know what this meant. He was still at the ballroom where the dinner was held pacing when Marcus walked in. Chuck tried to hide the letter but Marcus had already seen it.

"Ahh, so you found the fake? I hoped you would." Marcus smirked.

Chuck who was normally so controlled couldn't help but react. "What fake would you be referring to?"

Everyone knows,
She's on your mind
Everyone knows,
I'm in over my head.
I'm in over my head.
I'm in over my...

Marcus grinned. "The letter in your hand. I planted it weeks ago hoping Humphrey would find it and pass it along to you. I wanted you busy so that you wouldn't be around. I guess I will just have to be content with the fact that it kept you away from Blair on her last night here."

Chuck's face had taken on a vicious look. "You son of a bitch." Then he stormed past Marcus and hailed a cab to Blair's party. The asshole was right, he had caused him to lose hours that could have been spent with Blair.


And everyone knows I'm in,
Over my head.
Over my head.
With eight seconds left in overtime,
She's on your mind.
She's on your mind.

"Did the lead pan out?" Blair said sneaking into the room and shutting the door behind her. Blair was careful when sneaking away from the party, she didn't want anyone to come looking for her especially since either way she and Chuck were going to want to be alone. She had been hopeful but the look on Chuck's face told her everything. He hadn't been able to find anything substantial. After everything they still weren't going to be able to get out of this mess. That had been their last hope. Blair grabbed the banister to the bed and allowed herself sit down for the first time all evening.

"It was a set up. Marcus wanted me to find it to keep me busy." Chuck reached over and grabbed her hand. He had failed. How could he have failed, how? Why couldn't they beat this. He had exhausted all of his resources trying to find some kind of proof, just a tiny piece of hard evidence that they could use against Marcus; but all of his people had been unable to deliver. He himself had worked day and night trying to figure something out, he literally hadn't slept in days and if he did it was never more than an hour at a time. But he couldn't give up hope, he had to keep trying for Blair because he couldn't lose her, not again, not after everything. "Blair, there's still time, I can still find something." Chuck said starting to get up.

But Blair stopped him, saying in a quiet, defeated voice, "No there isn't Chuck. The wedding is tomorrow afternoon and then, well then we leave tomorrow night."

Chuck couldn't help but notice that Blair sounded tired and broken down. "I'm not giving up Blair, I can't. I can't give up because I can't lose you." Chuck said sounding desperate himself. She may not be able to fight anymore but he wasn't going to stop. If he lost her he didn't want to go on living anyway.

"Chuck, it was always a stretch, a part of me was still hoping but we eventually just have to face the fact that I'm going to have to go through with this marriage. There isn't another option. It's not because we didn't try. God knows we did but I have to think that if we were going to find something we would have already found it." Blair said with more conviction than she knew that she possessed.

"Blair, I'm not going to let you go through with this to protect me. Why can't you get that if you aren't in my life I don't want to live, you shouldn't be doing this for me." Chuck was getting angry and frustrated because they really were out of options. Damn it, it wasn't suppose to be like this. In the movie that was their lives he would have found the evidence just in the knick of time and rushed in on his white horse to rescue Blair. But they were never the movie type. No Chuck and Blair were representative of reality and in reality things were so much more difficult. But part of that difficulty is what made things worth it. But this, this wasn't fair.

"Please Chuck, I don't want to argue tonight. If tonight is all we have together I don't want to remember it filled with arguing." Blair said looking Chuck straight in the eye. Blair had no intention to return home tonight. Marcus knew where she was going to be and even if he minded she didn't care.

The exhaustion in her voice was evident once more. Blair had truly given up. Chuck knew her well enough that he could tell. Hell he knew her better than anyone ever could and that is how he knew that tonight he just needed to give her what she wanted. Chuck brushed a strand of her chocolate curls back from her face before whispering, "Okay."

I will remember you
Will you remember me?
Don't let your life pass you by
Weep not for the memories

Blair hadn't even been aware that there was music playing in the room until she heard the words of the song. She had to smile because it fit so well. It was a special version of the Sarah McLachlan song that Jason Mraz had arranged with Sarah's permission and performed at the Constance/St. Jude graduation the year before. She looked over at the mirror in the room and Chuck kissed her shoulder. Blair knew he was remembering this same night a little less than a year ago, Chuck comforting her for a very different reason. Blair locked her hand with his and whispered, "Remember me," before kissing Chuck.

Remember the good times that we had?
I let them slip away from us when things got bad
How clearly I first saw you smilin' in the sun
Wanna feel your warmth upon me, I wanna be the one

Chuck wanted to give Blair everything in the world. Damn he would give his life for her but he knew that she wasn't going to let him. There was so much that he wanted to tell her, so much he wanted to say but most of all he wanted to give her what she wanted. "Always, Blair." Chuck said against her lips. "I will always remember you. I couldn't forget you if I wanted to and I would never want to."

I will remember you
Will you remember me?
Don't let your life pass you by
Weep not for the memories

Blair closed her eyes. Trying to stop the tears that were threatening to spill out. "I love you Chuck Bass." she managed to choke out.

The pain in her voice almost killed him. And he barely breathed out the words, "I love you Blair Waldorf. Always have, always will."

I'm so tired but I can't sleep
Standin' on the edge of something much too deep
It's funny how we feel so much but we cannot say a word
We are screaming inside, but we can't be heard

Blair had known exactly what Chuck was saying. They were like one person, or two halves of one person and neither knew how they were going to survive without the other. After all that they had been through, Blair couldn't help but think that this wasn't fair, Audrey Hepburn movies never ended like this, she always came out on top in the end. But Blair had realized that her life wasn't a movie, she wasn't Audrey, this was life and life wasn't fair. Chuck had been her rock, he had helped her through some of the toughest times in her life and she was willing to give up everything to save him. After the number of times that he had saved her, she knew that he deserved it. So she was determined to protect him, whether he wanted her to or not.

But I will remember you
Will you remember me?
Don't let your life pass you by
Weep not for the memories

Chuck kissed Blair again, so softly that it was just a slight tingle at first. A tingle that burned, but he didn't stop there. He didn't want to let her go but she was determined and if tonight was all they had then he was going to make sure that every moment was a memory that she could keep. He slowly undressed her and then himself, never breaking eye contact. Even when the tears started falling, Chuck never looked away.

I was afraid to love you, but more afraid to loose
Clinging to a past that doesn't let me choose
Once there was a darkness, deep and endless night
You gave me everything you had, oh you gave me light

Soon she was crying and she could see how much it hurt Chuck but she could also see his determination to give her this night. He kissed her in all the places that made her moan, only breaking eye contact when there was no way around it. He was attentive in the extreme, giving her more pleasure than she had ever thought possible. She tried more than once to return the favor and he simply whispered, "It isn't about me and even if it was, being with you, that's more than enough."

And I will remember you
Will you remember me?
Don't let your life pass you by
Weep not for the memories

Blair had no idea how many hours passed because time meant nothing that night but she was sure there was nothing that she was going to forget about it. As they made love for the last time she swore that she would always remember everything about Chuck. His scent, his touch, the way he tasted, the sounds he made, the way he felt inside her. She would remember it all for as long as she was alive.

He spent the entire night taking care of her every want and need and memorizing everything about her. The curves of her body, the way she breathed, the feel of her lips, the touch of her hair. Everything. He internalized it all promising himself that there was nothing about Blair Waldorf that he wasn't going to remember no matter how far away from him she was, she was always going to be with him in his memories and in his heart.

Weep not for the memories

_________________________________________________________________________

A/N: Hope you guys liked it. The songs were Over My Head by the Fray and I Will Remember You by Sarah McLachlan.

Reviews are always appreciated.