Well, there was less time between updates this time than last time. Certainly that's a bonus! I've wanted to write for what feels like weeks, but I had papers, then I had midterms. So I was writing, just about Antigone and her drama and public policy, not the goodness that is Chuck and Blair. I have finally managed to catch up on Gossip Girl and I have to say, I'm really loving this season so far, depending on where they go with the foundation they've laid. I've been rather inspired by it, to be truthful. Maybe I'll churn out a one shot...

Please accept my apologies for not replying to reviews! I've been so busy, moving from one apartment to another and then working my RA duties and going to school. I have read them all and replied to some, but if I haven't gotten back to you, know that I love you and I will soon! Thank you all for continuing to read. Much, much love for all of you!

THINGS I OWN: A pretty new Droid phone I have no idea how to use. THINGS I DON'T OWN: Gossip Girl

As she dressed for the Kiss On The Lips party, Blair let her mind turn over everything she had pushed to the back of it throughout the week. She could think while she spun her silky hair around the barrel of a curling iron and smoothed eyeshadow across her lids. It was one of the few things in her life she could do without a facade, ironically because the clothes and the perfectly done makeup and hair were part of putting her infamous facade in place.

A part of her, bigger than she wanted to admit, didn't want to seek revenge on Serena. If what Chuck had found out was true, and her very gut told her it was, then Serena needed her friends. That was what made Blair grow angry again. She would have helped Serena had she came to her. How, she didn't know, but she would have figured out something. Instead though, Serena had opted to run away when both of them had needed the other more than ever. It wasn't an act Blair could just forgive.

Her plan was simple enough. She was going to keep Serena from regaining the privileges her former popularity had allowed her. It wasn't going to be easy, of course. She was well-aware of Serena's beauty that, when coupled with her personality, made it hard to resist or deny her. But she was Blair Waldorf, the queen of the Upper East Side. She wasn't willing to give that up or even share it and after Serena had abandoned her, she refused to let her return to New York as though nothing had ever happened. Social demise was one of her specialties, after all.

Satisfied with her plan for Serena, her thoughts shifted from her former friend to her boyfriend. She had thought, or maybe hoped, Nate would exhibit some kind of reaction when she told him she would be dining with Chuck instead of him before the party. A wave of jealousy, a hint of annoyance, something to let her know he cared was all she had been looking for. Instead, he had nodded in agreement and told her it was fine, good even – he wouldn't have to rush home from lacrosse practice to shower and dress and could just meet her there.

If Nate had told her he was dining with another girl who wasn't his mother or grandmother, she would have been livid. She would have thrown a tantrum and demanded he cancel his plans and take her out instead. At the very least, she would have made him bring her along. But Nate didn't seem phased that she would be in the presence of a notorious womanizer, alone, for at least a couple of hours. And that was exactly what was bothering her. She didn't think Nate cared at all, one way or another. She wasn't sure she did anymore.

Without knowing how he had done it, Chuck had called attention to what she had tried her damnedest to deny – that her and Nate weren't the couple everyone thought they were. They were together in the eyes of their peers and Facebook said it was so, but that was really where their relationship ended. Both of them were aware of it. Neither of them had the backbone to do anything about it.

And then there was Chuck. Blair couldn't deny that she was curious about him. She got the sense she knew more about him than anyone ever had before. He had told her about his mother when she doubted most of his classmates had even realized there was no Mrs. Bass or even a former Mrs. Bass in his life. She had also had a front row to the tense relationship he had with his father. He knew things about her she a hadn't told a soul – that she visited Eric who wasn't where everyone thought he was and that she made herself sick. While she hadn't confirmed his suspicions of her eating disorder, she knew he knew. She was strangely okay with that. It was almost comforting that someone else, besides Serena and Dorota, knew.

Her instincts told her he had an agenda when it came to her. What she couldn't figure out was if his intentions were good or bad. He was such a closed book most of the time. But she had caught him looking at her more than once, with a certain look in his eye she could only describe as infatuation and she doubted his jabs regarding her lack of a relationship with Nate had been accidental. She was playing with fire with no idea as to how badly she might get burned when it came to spending time around Chuck Bass. And yet, she couldn't turn him away. She fully understood the saying 'like a moth to a flame' having spent time with him.

"Miss Blair?" came Dorota's voice.

"Yes?"

"Mr. Chuck here," she said in an almost hushed voice, as though she were afraid of being overheard by someone. Blair was sure Dorota was bursting to know why it was Chuck picking her up instead of Nate.

"Tell him I'll be down shortly," Blair directed, turning her attention back to her mirror for a few last minute primps. Once satisfied, she slipped into her shoes and moved to meet Chuck.

She saw him before he saw her. She was struck by how handsome he was in his suit, standing in her foyer like a perfect gentlemen, his hands clasped behind his back as he waited. She paused in the shadows at the top of the stairs to watch him for a moment. He rocked back on his heels just slightly, kept his eyes downcast. Blair wondered if he were nervous which from what she knew of him, was totally out of character. The sound of her heels on the marble of the stairs brought his attention to her.

His eyes on her made her self-conscious. She wanted to look away but she couldn't. His gaze wasn't predatory as she would have expected it to be given his reputation. It was softer, guarded even. Blair couldn't label it. The only thing she was certain of was that he was looking at her as though he had never seen another woman before.

"Bass," she greeted.

"Waldorf," he replied after a beat to swallow hard. "I must say, you do look stunning." Blair smiled smugly. She knew it were true and she knew men well enough to know she was having an affect on him.

"Thank you," she said. "It's good to know Gucci can still cover up a sleazy interior." Chuck raised an eyebrow.

"If that's a compliment, I'll take it," he said with his signature smirk. His removed his hands from behind his back, revealing a bouquet of beautiful pink peonies. He watched as Blair's eyes widened in surprise and a soft smile graced her features. His stomach felt funny and he made a mental note to toss down a few Tums before he started the evening's drinking to quell any bug he may be coming down with. "These are for you," he said, offering her the flowers.

"If I didn't know better, I'd say you're trying to impress me," Blair replied, taking the flowers from him gingerly. Neither of them saw Dorota standing in the room's shadows, her hands clasped and a look of sheer jubilation on her face as she watched her Blair be treated the way she had always believed her charge should be treated. While Dorota had nothing against Nate, she knew Nate wasn't Blair's true prince charming, regardless of whether or not Blair knew it. Mr. Chuck though...

"I consider myself your escort for the first part of the evening. Though it's a foreign concept to me, I believe the guy is supposed to bring the girl flowers when he picks her up. And you did say peonies were your favorite."

Blair was certain her heart skipped a beat, regardless of her relationship status. Nate had never, even after her heavy hints and reminders, brought her peonies, always showing up with the roses he believed her favorite and then only if he thought he might be in trouble for something.

"I did say that, didn't I?" she asked. Chuck shrugged, looking rather proud of himself.

"Our reservations are in twenty minutes," he said. "We should probably go. Arthur is downstairs with the limo." He offered Blair his arm.

"Lead the way, Bass," she replied as her hand wrapped around his elbow after laying her flowers on a nearby table. "Dorota?" she called over her shoulder. "Put my flowers in some water. And don't wait up."

"You eat like a bird, Waldorf," Chuck commented, just before shoving a large piece of steak into his mouth.

"And you eat like a glutton," Blair retorted. But to prove him wrong, she speared a piece of salmon and popped it into her mouth. Silence filled their table as the two chewed. Chuck was the first to speak.

"We're not leaving until you clean your plate, so I suggest you eat or else miss your grand entrance you have planned."

"You sound like Dorota – from when I was five."

"Nathaniel might be naive, but I'm not. Eat."

"There you go again, implying something you know nothing about." Blair cut another piece of her salmon.

"There you go again, denying that I'm right when it's been well-established that I have an uninterrupted pattern of being right." Chuck reached for his drink.

"You're an ass."

"And you've got a stick up yours, but I'm still enjoying the view."

Blair glared at Chuck who merely continued his meal, enjoying that he could get under her skin so easily. He had gotten them reservations at the most exclusive restaurant in Manhattan and had ensured them a private table. As he had left The Palace with peonies in hand, he had ran into his father who had merely raised an eyebrow. Chuck echoed the sentiment. He didn't know what he was doing either, just that he had some need to impress Blair. He still told himself he merely wanted her because she was, in theory, the girl he couldn't have. But deep down, he knew there was more to it. He just wasn't ready to admit it yet.

"So this Kiss On The Lips party, is Serena invited?" he asked, purposefully changing the subject. He hadn't meant to be so brazen about his suspicions of Blair's eating disorder, but he hated the idea of her harming herself and the words had just came out.

"Of course not," Blair scoffed. "She knows that."

"And if she happened to crash the party?"

"Security won't let her in without an invitation."

"But if I saw her talking to little Jenny Humphrey who looked to be handing her one of those fancy invitations you had someone else slave over..."

"Then both Serena and little Jenny Humphrey will get what's coming to them," Blair stated, frustration edging into her voice. Chuck enjoyed the spark of fire behind her eyes that talk of revenge put there. He suspected he had a similar one whenever he discussed the topic.

"And how, exactly, will this 'what's coming to them' take place?" he continued.

"Well little J shouldn't be too hard. She's scared of me, as she should be. Serena..." Blair thought for a moment before smirking at Chuck. "Well, you do have a thing for – anything with legs." To her surprise, Chuck shook his head.

"There is one woman off limits in all of Manhattan and that would be Serena van der Woodsen. Sorry, Blair, but you'll have to find another more willing participant to distract your enemy." Blair frowned.

"And why, Chuck Bass, is Serena the only woman in all of Manhattan off limits? I should think there are at least two if that's the case, myself being the other one."

"My dad is apparently seeing her mother. Quite frequently, might I add. Granted, he's still seeing cocktail waitresses and flight attendants on the side, but the only thing he's been committed to longer than Lily in the last sixteen years is his preferred brand of scotch. I don't have many limits but I do draw the line at potential incest." Blair scoffed.

"You didn't answer my question," she told him. "I'm with Nate, your one friend in this city, and yet it seems I'm not off limits either." Chuck leaned forward.

"You're not," he agreed. His declaration sent a short chill up Blair's spine. "Because you and Nate are halfway to over. He wouldn't fault me for swooping in once the final nail has been put in the 'Nair' coffin." In Blair's mind, she knew the right thing to do was stand and storm out of the restaurant. Instead, she sat across from Chuck, pretending to be angrier than she was.

"We are not even close to over," she said, sounding more sure than she actually was. "I know you haven't been on the Upper East Side long, but certainly you've been here long enough to hear the rumors of how the Vanderbilt ring will be mine within the next year. And don't call us 'Nair.' Gossip Girl made that up and it's tacky."

"Ah yes, engaged before you even graduate high school. I'm sure that's exactly what Nathaniel wants. Will you be following him to college on the west coast? I don't see your fair skin and sense of style fitting in at USC."

"Nate is going to Dartmouth," Blair informed Chuck. "Just like his father did. And I am going to Yale. We'll marry the summer after we graduate, before I start law school." Chuck rolled his eyes at Blair's delusions.

"When you realize this perfect life you've planned out in your head is nothing more than a pipe dream, come find me," he told her. "I'll help bring you back to reality. Although I wouldn't be opposed to role play."

"You are a pig," Blair stated.

"And you're deluded, but I'm not judging." Chuck waved the waiter over and requested the check. Blair sat quietly while Chuck took care of the bill and tipped the waiter excessively. He stood and rounded the table to offer Blair his hand. She took it and stood, but was quick to release it, least a photo of her hand and hand with Chuck Bass surface on Gossip Girl. They would be dubbed 'Chair' before she had enough time to do damage control should that happen.

"As big of a pig as you are, you do know how to act like a gentlemen, at least," she said as they made their way to Chuck's waiting limo.

"I suppose that's your way of thanking me for dinner?" He opened the limo door for Blair. Arthur, who had been standing by to open the door, raised an eyebrow. He hadn't pegged his young boss as the type to do much of anything for himself.

"Something like that," Blair replied. She spared him a smile. "Now come on, the party is starting." She slipped into the limo. Chuck followed her and sat a little closer than was necessary as they drove across town.

"Why isn't he here yet?" Blair hissed to Chuck. They stood at the bar, Chuck bored, Blair livid. Chuck glanced around the room full of people dressed in clothes that cost more than an average person made in a month, drinking and dancing to their heart's content.

"He probably heard how terrible the music is and that the alcohol is watered down and bailed," he mumbled.

"This is the best deejay in the city and that bourbon you're drinking costs more than the Manolos I'm wearing per bottle," Blair informed him. "He's not answering my calls or texts. You call him. Maybe he'll answer if he thinks a tightly rolled joint and influx of scotch is on the agenda."

"No need to call him," Chuck said with a smirk as he nodded towards the doorway. "This party just got a lot more fun." Blair turned. Chuck heard her gasp audibly.

"He brought Serena!" she half-shrieked, taking in the appearance of her former best friend, standing next to her boyfriend with a happy smile and windblown hair. Nate himself had rosy cheeks and was smiling as though he had just gotten the only thing he wanted for Christmas delivered to him by Santa himself. Chuck could practically feel Blair's blood boiling.

"Are you going to make a scene or will I have to follow you across the room to overhear how this goes down?" Chuck inquired.

"Waldorfs don't make scenes!" she snapped before, head held high, she walked purposefully across the room. Chuck polished off his drink and followed.

"Nate, how nice of you to finally show up," Blair said in her sickly sweet voice that meant trouble. Nate was oblivious to it however, his mind clouded by a certain blond at his side. She turned her eyes on Serena.

"Serena," she said in a clipped tone.

"Blair," Serena replied carefully. "It's good to see you."

"Wish I could say the same," Blair retorted before turning back to Nate. "Nate? I've been trying to call you. You're late. Very late."

"I was on my way, but I saw Serena walking down the sidewalk while the car was stuck at a red light. I'd read she was back on Gossip Girl, but to see it with my own eyes...," Nate trailed off, looking at Serena with a smile. Serena looked uncomfortable and kept her eyes downcast. Chuck took a step closer to Blair to show her he was on her side. But he wasn't about to let the situation go without furthering his own agenda.

"Stopping the car to catch up to a girl," he commented. "We saw Blair walking along Fifth a few days ago, but you didn't stop then..." Nate shot him a look of daggers, but they bounced off Chuck. His main purpose was to get Blair even more wound up than she already was for his own selfish reasons.

"Why would he?" Blair spoke up as Nate opened his mouth to offer an explanation. "He sees me every day. Serena though... She's been gone for quite some time. Speaking of which, your name isn't on the guest list, S. Seeing as you haven't been been in New York in months, I didn't think it necessary to invite you. And since it's invite only, I'll have to ask you to leave."

"Blair," Serena said in a hushed voice. "Don't do this."

"I'm merely following protocol, Serena," Blair continued in her sugary voice.

"Blair, come on, Serena's our friend," Nate said, also keeping his voice low.

"Was," Blair corrected, her eyes now glaring through Serena. "Then she left." She turned to Nate and held our her hand. "Dance with me?" she asked sweetly. Nate looked at her hand, almost disgusted.

"Blair, if you're going to make Serena leave, I'm going with her," he said. "You aren't being fair." Chuck stood by as the color drained from Blair's face, contemplating if a thank you note to Nate for that last comment would be appropriate.

"I'm not being fair?" she asked, her voice an octave higher than usual. "What is and isn't fair is one conversation neither of you want to have with me." She spun on her heels and disappeared into the crowd. Chuck watched her weave her way towards the bathroom before turning back to Serena and Nate.

"I told you this was a bad idea," Serena said to Nate.

"You're her best friend," Nate argued. "I thought she would be thrilled to see you."

"Was her best friend," Chuck corrected. "Serena, you should probably go. I'm going to go check on Blair."

"I should go check on her," Nate said with a sigh that revealed how much he didn't want to. "Just hang tight for a minute, Serena. I'll see if I can change her mind."

"I'll go," Chuck said again, this time with more force. "Maybe both of you should leave. I doubt she'd be thrilled to see either of you right now." Nate studied Chuck, his suspicions suddenly raised.

"What makes you think she'll be happy to see you instead of one of us?" he challenged. "She barely knows you."

"She knows me well enough," Chuck replied pointedly. "Besides, I didn't sleep with her best friend. Or leave the city when her world was falling apart. You'd know these things if you spent more time with her and less with your lacrosse stick, Nathanial. Now if you'll excuse me."

He turned and followed Blair's path to the bathroom. After pausing only momentarily to knock on the door, he went in. He listened when he was just inside the door. Blair's quiet sobs were barely audible, but he knew on instinct they belonged to her. He locked the bathroom door before crossing to the stall door he knew Blair was behind.

"Blair?" he said softly. "It's me. Come out." She didn't reply, but her cries softened even more. "Blair, I know you're in there. Either come out, or I'll come in." He waited. He heard her rummaging about, then the pop of a top which was put back into place moments later, the contents of whatever the top belonged to rattling about. Then, the door opened. He stepped back to allow her to exit.

Her eyes were puffy, her cheeks tear-stained. She was still beautiful though, possibly even more beautiful than she had been moments earlier with some of her disguise washed away by her tears. She stood before him, waiting, but he was at a loss. Any girl who had ever cried in his presence had been instantly dismissed. He didn't have it in him to be the guy who offered his shoulder. But Blair was different. She made him want to. He opened his mouth, but Blair was too quick.

"I just need to touch up my makeup, then we can return to the party," she said, brushing past him. He watched almost dumbfounded as she took a compact, lipstick and mascara out of her purse and used a dampened paper towel to remove the smudged makeup from around her eyes.

"Are you okay?" he asked finally, coming to lean against the counter. He mentally kicked himself for using such a clichéd line.

"I'm fine," she replied in a clipped voice.

"Blair," he warned.

"I said I'm fine, Chuck." He caught the mint on her breath then and the suspicions he had harbored when she'd disappeared to the bathroom came to the forefront. He reached out and took her compact from her hand.

"Give me that," she said, moving to snatch it back from him.

"You're not fine," he said, holding it out of reach. "You made yourself sick again, didn't you?"

"No." Her lie was paper thin and both of them knew it. Chuck sighed and put the compact down.

"Why?" he asked. "Why do feel the need to do that to yourself? Do you not realize that you could die?"

"It's not a big deal, Chuck. Besides, I was already feeling ill. It was probably the fish. I thought it tasted a little funny." Frustrated, Chuck ran his hand through his once precisely combed hair.

"It's not the fish, Waldorf."

"I said I'm fine."

"Stop lying to me, Blair. I haven't known you long, but for some reason, I know you well. Tell me the truth."

Something about Chuck's tone made Blair stop trying to hide from him. He was right. In some weird way, he already knew her better than most. She turned to him, no mask in place, no pretenses. Just her. Her and Chuck.

"It wasn't the fish," she said quietly. Chuck nodded.

"Why?" he asked again. "You're beautiful, Blair. You don't need to do this to yourself."

"I'm not beautiful enough," she said softly, casting her eyes downward. "I'm not thin enough or graceful enough or smart enough or – enough enough." Chuck's frown deepened.

"How could you think that?" he wanted to know. She was the most beautiful woman he knew and was intelligent on top of it. In his experience, the two traits hadn't often gone hand and hand.

"My mom tells me all the time," she admitted. "It's always 'Blair, that dress is much too tight around the middle' or 'Blair, you shouldn't eat that piece of cake.' Nellie Yuki is always right there, a point ahead of me or a point behind me – a point that could keep me from Yale. And Nate..." she stopped talking then. Chuck reached out and put his hand on her elbow with a certain surge of anger towards Nate. He squeezed it gently. Blair looked up at him. She swallowed hard.

"Nate cheated on me with Serena," she told him. Chuck's eyes widened. So she knew. "After a wedding we were all at. Serena disappeared less than a week later."

"You know," Chuck stated. Blair furrowed her eyebrows.

"You know?" she repeated.

"Nate told me," he confessed. "I was ribbing him for being a virgin right after I met him. I guess he had to prove me wrong. I didn't think it was my place to tell you." Blair looked to contemplate whether she was angry at him for a few moments. Then she nodded.

"I saw them," she said again. "They had both been missing for a while so I went to find them. I found them on a barstool, Serena's legs wrapped around Nate's waist."

"Why are you still with him?" Chuck wanted to know. "You can't be mad at Serena but not at Nate. That's hypocritical, a total double standard."

"I'm supposed to be with Nate," she said. "It's what everyone expects of me."

They looked at each other then. Chuck couldn't understand. He couldn't understand why anyone could possibly think Blair wasn't enough. He couldn't understand why she didn't realize that she was more than enough. And he really couldn't understand why Nate didn't realize what he had in Blair, why he would hurt her in such a way. Blair was trying to decipher Chuck, figure out why, when they were alone, he was someone she could, if she weren't with Nate, fall for and why he became such an arrogant pig the moment he was back in public.

"He has feelings for her," Blair admitted. "Even I could see it as they stood there."

"Break up with him," Chuck urged, taking a step closer to her. "You deserve better, B. And so does he."

"What's that supposed to mean?"

"Neither of you are in love with the other." He took another step forward.

"How can you be so sure?" Blair challenged, her eyes never leaving his.

"Because I am." He leaned down and kissed her then.

It was a soft kiss at first, almost tentative. He pulled away, certain she was going to slap him for his actions. Instead she looked at him curiously for a few moments and then pulled him in for another kiss.

He had wanted to kiss Blair Waldorf from the moment he had laid eyes on her. He had wanted to do a lot more than kiss her, to be truthful. Now that his lips were on hers, he wasn't quite sure how he'd ever kiss someone else and enjoy it again or bear to watch anyone else, Nate or otherwise, kiss her. It was as though she were made just for him.

Somehow, Blair found herself pressed up against the bathroom wall, Chuck's mouth on hers and hers just as aggressively on his. She made no move to stop his hands as they roamed freely.

"You're beautiful," he whispered in her ear before ducking down to run his lips along her jawbone. Blair felt herself being lost in the feel of Chuck against her, Chuck all over her. He was doing nothing Nate hadn't done to her before, but it felt different with Chuck. It felt better. And even, if she dared say it, right.

"Chuck," she whispered. Her arms wrapped around him, pulling him still closer. Chuck had managed to remove her shirt and she had untucked his and undone his tie when the beating on the door began.

"Blair?" Nate called. "Chuck? Are you still in there?"

Silly Chuck. Tums don't kill butterflies...