Disclaimer: I own nothing except a great love for CB and the many inhabitants of the UES

A/N: Thanks for all your thoughts and good words on the last chapter. Yes, that Georgina is back and more than ready to wreck havoc in the lives of our favorite UESers. There are still many, many twists and turns in store for all of the characters involved. I'm still having a ball getting this written. Here's another chapter for you. Hope you enjoy it as much as the last. As always thanks for the show of support from my fellow CBers, fanforum buddies, and reviewers. Love you all and just keep reading. Special thanks to Lynnie my second pair of eyes and sounding board. Love ya hon.

Chapter 5

April 2009

Bendel's, Bergdorf's, and Barney's. The Holy Trinity when it came to shopping in New York. Serena and Blair skipped lunch at the MET and the rest of their classes for the day. They hit Bergdorf's and Barney's under the pretense of finally settling on the dress that Serena would wear in a few weeks for prom. Serena tried on dress after dress. Blair critiqued, trying to hide her own longing to slip into one of the beautiful gowns.

She glanced down at her rounded belly doubtfully, fingering the delicate stitching of one gown in particular. Blair wasn't sure why her friend had tried on any of the last three dresses, the color and style didn't flatter her at all. They were more…more to Blair's taste.

Her eyes narrowed at the last, Blair glanced at the door where her friend had just disappeared to change into her own clothes. That little sneak. Blair cursed her own gullibility. The Belly was screwing with her brain. God, she should've known something was up when Serena suddenly changed her mind about the Stella McCartney dress. The same dress that her best friend had practically been salivating over for the past few weeks.

Just what did S think she was up to, anyway? Eyes gleaming with anticipation of unraveling her best friend's latest attempt at scheming, Blair's mind raced with all the possibilities. She was still piecing things together when Serena returned, full of energy and smiles.

Not for the first time, Blair felt exhausted just looking at her. Her hand unconsciously sliding down to cradle her belly, she let it drop away when Serena paused, following Blair's gesture with curious eyes.

"You okay, B?" Serena asked, "Is the baby kic…"

"What? No. I'm fine." Blair interrupted her, offering a smile that she wasn't particularly feeling. It wasn't the baby. Sure the thing kicked like crazy and made her feel tired and hungry and had invaded every single part of her life, but Blair didn't want to talk about any of that because once S started asking questions, Blair wouldn't be able to get her to shut up about her stupid pregnancy. Serena would run with the new freedom, bringing up things that Blair refused to even think about.

Serena tipped her head, eyes still concerned. "Well, let's take a break. Grab a bite to eat."

"S, I said I was fine." She actually was kind of starving. Damn. "But if you're hungry, I guess it wouldn't hurt to stop for something." Blair pretended to give in with a long-suffering sigh.

"Fine anything of interest yet, ladies." The perky, sales assistant popped up as they left the fitting area, with her size two figure and even perkier ass. Bitch.

"No, we're still looking. Thanks, though."

"Yeah, thanks. Bye." Blair waved her away, turning her back in dismissal. "Come on, S. I thought you were starved." She marched off leaving Serena to follow.

As they made their way upstairs to the restaurant, Blair remembered earlier suspicions. She was still pondering her method of finagling the truth out of the other girl, when Serena turned to her, brows furrowed and teeth chewing nervously at her bottom lip. "B?"

"S?" Blair said.

"I need a favor."

Okay, here we go. What are you up to Van der Woodsen? "What is it, sweetie?"

"I need a date. Prom's right around the corner and still I am dateless." Serena said.

Feeling slightly deflated and oddly disappointed, Blair nodded, "No problem. We'll just go over a list of potentials and find someone. It'll be easy."

"B, this is our prom. I don't want to go with just anyone." Serena said.

Realization dawned and Blair resisted the urge to roll her eyes. Cabbage Patch. Of course, that was what had her friend acting like an insane person. "Serena, are you waiting for Dan…"

"What? No. No." She insisted vehemently as if Dan truly had nothing to do with her weird behavior. Serena pouted, thoughts obviously on her eyes. Exhaling, she literally shook herself. "No, really, B. I wasn't even thinking about going with Dan. Not really. We tried and…"

"Forget I said anything." Please. "So if not Cabbage Patch…do you have anyone special in mind?"

"Actually, I do." Serena nodded.

"Good. Something to start with. Who?"

"You."

Blair blinked at Serena, certain that she hadn't heard correctly, "Pardon?"

"Just listen before you shoot me down. This is our senior prom…once in a lifetime and we've been planning it forever…"

"Plans change." Blair glared at her friend in disbelief, motioning to the Belly.

"Come on, B. We'd have fun. I don't want to go without you. We can go and hang out. Critique everyone else's fashion faux pas." Serena cajoled. "Of which I'm sure there will be many. It'll be fun."

"Clearly, you've lost your mind. I don't even know why I'm still standing here." She started to walk off.

"B!!" Serena whined, hurrying to keep up.

Blair stopped so suddenly, they almost collided. She whirled around, hands on her hips. "I'm the one they'll be talking about, S."

"Nobody cares what they think. The wannabes tried taking you down already and we stopped it. I want you to go, B."

Blair shook her head. Serena, Nate, and Jenny Humphrey of all people had protected her after the truth came out. Standing by her when everyone else either looked at her with pity, scorn, or gleeful calculation. They'd stood by her and helped protect a crown that didn't seem to matter quite as much as it had earlier in the school year.

She didn't want to go, because when Blair pictured herself at their senior prom, she wasn't sporting a belly and her date wore something outrageous…that sparkled and he made her smile, really smile and he made her feel beautiful.

"No." Blair denied herself more than Serena's request. "Look, S. I love you but this isn't the 80's or some cheesy John Hughes movie with that dreadful Molly Ringwald."

"Wrong director, B and you like Mol…so besides the point." Serena stopped herself.

"I'm not going in there looking like some beached whale." Blair insisted

"Blair, you're beautiful and if anything you're not big enough….Don't give me that look. Have you talked to the doctor?"

"I thought we agreed…"

"Not to talk baby. Yes, I know. I remember that edict, very well. I'm just saying. You're what 20-22 weeks..." The blonde focused her attention on the Belly.

"Not another word, S. If you're not hungry. We can just leave." Blair's voice lowered in warning.

"No, we can eat and I promise no more baby talk…"

"Good."

"If you promise to consider prom." Serena finished.

Blair frowned, thoughtful and quiet for a moment then she smiled acidly, "Considered and… still a 'no'."

"Hah, nice try. If you honestly want me to lay off the baby talk, then you have to really think about it. Really, B."

Trashy and cliché. No other way could she reconcile thoughts of the Belly and a prom dress. Throughout all the dresses she and Serena had look at and the ones Blair had pretended not to drool over, she didn't see a single one that she could possibly wear with the Belly firmly in place. Wait! All other thoughts screeched to a halt, as everything fell into place.

So that was what Serena had been up to. Get Blair all worked up, lusting after her own prom dress and then lower the boom. That bitch. Loveable and loyal but still quite the bitch. If anything, though, their little expedition only reinforced her desire not to go. What would she wear? Blair didn't realize that she'd voiced the question aloud.

Serena clapped her hands in excitement as if Blair had ceded victory. "Oh, wonderful. B, you'll look so amazing."

"Yeah, like Shamu in Prada."

"Blair, honestly. You're as gorgeous as ever."

"Yes, but how horrible and gross will I look if I try squeezing into one of those stupid dresses we left downstairs." Blair demanded.

"Angelina in that gorgeous green dress she wore at Cannes. Halle, Heidi, and Selma. All huge and still rocked Valentino, Gucci…"

"Well, they weren't 18 and pregnant at prom with the father of their child off doing God knows what with who—hmm on second thought strike that last part." Blair huffed.

"Well, you've at least promised to consider it, which is what I wanted. So let's order. I'm starving." She reached for Blair's hand and pulled her along.

"Find but I need the restroom…Again." Blair pushed at her friend as the blond started laughing. "It's not funny. You just wait until you're all fat, horny and have to pee at the drop of a hat."

"Horny, huh?"

Blair felt her face go hot. "Forget I said that. I neglected to include diarrhea of the mouth in that list. Grab us a table, would you?"

She left Serena smiling as she hurried off to find the restroom before she further embarrassed herself. Her hand fluttered unconsciously once more to cradle the Belly as she d other patrons and their wandering children. This time when she realized what she was doing, Blair didn't let her hand fall away. At least not as quickly as before.

Two days later, Blair still hadn't firmly decided on prom even if she was becoming increasingly excited at the idea. She found herself smiling and stroking the Belly at the oddest times. Maybe that was why she finally sat down with her mother and chose the people who would raise her child. It was so business-like. No emotions. No strings. Right and wrong. Pros and cons. Her mother was satisfied. And Blair was too, wasn't she? Shouldn't she be?

She was, Blair insisted to herself. Even after she penned the letter to Chuck telling him all that had passed. About their child and the adoption…and her fear. Before she could change her mind, Blair paid a visit to Bass Industries. Lily's PIs couldn't turn up a location on Chuck but his uncle knew exactly where the younger Bass was holed up, licking his wounds…or having someone else do it for him. His uncle refused to tell any of them where Chuck could be found. he man refused to be convinced otherwise, no matter how sweet or acidic the request. She gave him the letter. Shoved it in his hand before she could change her mind. Ran away fast and hard before she could demand he give it back.

Two weeks until prom and still no answer. No phone call, not a single word from Chuck. S began pushing prom and Blair visited her OB for her second trimester sonogram. The prospective parents wanted to know what color to paint the nursery, Blair hated the idea of knowing. She told the doctor not to say a word, but put the answer in a sealed envelope. What she hadn't expected was how it would feel hearing the echoing beats of her babies' hearts. Plural? As in two of them?

Taking it all and burying it deep. She called Serena to help her pick a dress, leaving her mother to deliver the news of her fertility. Damn that Motherchucker, anyway.

--

Present

Serena rushed off the elevator. She was running later than she'd thought. It had taken longer than she'd planned to find the perfect outfit for Jenny's party. Countless times she'd told herself that Dan being in New York had nothing to do with the fact that she suddenly had absolutely nothing even close to wearable in her closet.

She finally settled on a party dress that wasn't too over the top sexy but still showed off her assets. Serena cursed herself again for being so indecisive.

She'd been prepared to skip her visit with Blair but then realized that she hadn't been by to visit her best friend since before Thanksgiving.

Serena made excuses for herself. The promotion at work. Single parenthood and life and general kept her to busy. That's what she told herself and it sounded flimsy to her own ears. As time passed, it just seemed to get harder and harder seeing her old friend this way. She missed her so damn much and the hard truth was…they were all getting on their lives without her. Well, mostly.

She felt guilty for being able to hold her child and watch him grow. Then she in turn resented Blair for making her feel guilty and then she felt remorseful over that. Yeah, insane, vicious circle.

"Ms. Van der Woodsen. My don't you look beautiful this evening. Hot date?" Carol asked as Serena walked pass the nurses' station, her heels tapping a steady beat against the tile.

"I wish. Headed to a party for a friend. It's a celebration of sorts." Serena called over her shoulder.

"I see. Well, I hope you have a ball."

"Oh, plan to."

"Don't forget visiting hours end soon." Carol reminded her.

Of course, hadn't she already known that. Wasn't that partly why she was so damn late. Delaying seeing Dan. Avoiding Blair. God, what was wrong with her.? "I won't forget."

"It's okay if you do. You know we'd never kick you out. If the new nurse, Olivia gives you any trouble, just tell her to come see me." Carol told her, scooping up an armful of folders and heading in the opposite direction.

"I will." Serena whispered to no one in particular as she slipped into B's room.

~ஐ~

"I'm sorry. I'm sorry. I'm sorry." Vanessa pounced the moment he stepped off the elevator, dragging him away from the music and other guests. She didn't stop until they were closeted in Jenny's upstairs studio. "I keep saying the wrong thing to everybody. I can't stop."

"It's fine, Vanessa." Dan said, pulling her close when she started to cry. "You want to tell me what's happening with you."

"I'm a mess."

"Yes, that part comes through loud and clear. You want to talk about it? "Dan asked

Her eyes narrowed, "Not about Nate if that's what you mean."

"O—okay. How's work then?"

"Well, funding mysteriously dried up for my project at the eleventh hour and now they want me to sell them on the idea again. The same idea that they loved six months ago. Joy." She smiled, bitterly. "Oh, shit. Your article. I was a total bitch and you were trying to write your piece."

"Yes, you were and by the skin of my teeth I did. So no hard feelings." Dan assured her. "Now since I'm so worried about my good friend…I will ask again… what's going on with you and Nate?"

"I don't want to talk about it. You're just going to take his side again."

Sure he was crossing the line but beyond caring, Dan asked, softly. "Is this about the miscarriage?"

She laughed again, sounding sick and not quite hysterical. "Which one?"

Which? Fuck, another one? She hadn't said anything. "Aw, V. Come here." He hugged her again, held her while she cried.

Too wrapped up in falling to pieces, Vanessa didn't hear the door behind her open, but Dan did and he looked directly into Nate's eyes. Dan gave the other man a helpless glance and motioned for him to take his wife, but Nate just stood there looking more than a little lost himself. Instead of stepping further into the room, Nate pulled the door shut and left them.

Leaving his wife behind with her old good friend, Daniel "Choirboy" Humphrey, Nate headed straight for the drinks. He sank down, watching for their return out of the corner of his eye. He'd already had a few and had a nice buzz going but he suddenly felt the need to get good and drunk. He ordered himself another drink and as one minute flowed into the next, the drinks kept coming.

By the time he felt his phone vibrate, his fingers were clumsy and fumbling as he stabbed at the touch screen lock. "About damn time, Bass."

"Hmm, Nathaniel, if I recall correctly the priest did not pronounce you and I as man and wife at you nuptials." Chuck retorted.

"Fuck, sorry." Nate set his drink away, trying to clear his muddled brain. Why had he called Chuck…No Chuck called him, so he asked, words slurring just a bit. "So what you need man? What can I do you for, this fine evening?"

The line went quiet before Chuck's riotous laughter erupted on the other end. "You are three sheets to the wind, Nathaniel. Where's the wife?"

"Who knows. Probably still catching up her best friend Dan on our marital woes." Nate gulped down another drink, suddenly jonesing for a smoke. He needed to fucking chill. He actually patted down his pockets before he remembered just why he hadn't "chilled" in years. The job. Law & Order. Fires. Nate frowned, trying to remember the last. Something about Chuck and fires. Damn, he was drunk off his ass.

"So, Humphrey came back after all."

"Yup."

"You see my sister there?" Chuck asked.

Nate dropped the phone away from his ear, standing to scan the room, wobbling and off-balance.

"Nathaniel!"

"Yeah, I'm still here." He sank back down, closing his eyes to keep the room from spinning. "I don't see her."

"Forget it. I'll call her myself." Chuck said, "You don't go anywhere, though, okay. It's morning here and I've got one last meeting, okay. Then I'm back on a plane. As soon as I'm stateside…and you sober up, we can discuss whatever has you so wound up. Deal?"

"Yeah. I guess." Only once the line went did, did synapses flare to life and bits and pieces came back to him. Fire. Chuck. Damn. Lost it again.

"Nate. Are you okay?" A gentle hand came to rest on his shoulder.

He looked up, offering a goofy smile. "Jenny!"

"Nate!" She said, laughing. "Oh my God. Looks like you're enjoying yourself."

"Definitely. Kudos, Jenny. Best party ever." He told her.

"Where's Vanessa?"

"Don't know. Don't care." Nate rolled his eyes, signaling for another drink.

"Nope, you've had enough. Come on, let's get you away from this bar." Jenny helped him stand.

"Lead on." He motioned her forward, leaning in her as they wove through the milling crowd. "You're a good friend, you know. Like Chuck. Chuck can be a huge asshole but he…watches my back. He's my partner. For life."

Jenny giggled. "You and Chuck are life partners?"

"Yeah." Nate frowned, dissecting his own words, finding something off with them but the what wasn't clear to him and his drunken state. "Yeah, you know we've been together for years. Love that guy."

"I think you'd better lie down."

Uh-oh, there went the room again. Just spinning away. Nate covered his eyes. "I think you have a point."

While Jenny pulled Nate along, searching for a quiet corner, Dan was staring at his best friend in wide-eyed disbelief.

"I'm sorry. For a moment I thought you said…"

"I cheated on him." Vanessa repeated, miserably.

Dan shook his head, trying to clear it, searching for sense. "When? What?"

"It just sort of happened. Last night."

"But I thought you said that Nate was the one cheating." Dan said.

Vanessa sighed, "He is or he will."

Head buried in his hands, he peeked through his fingers trying to gauge her expression. He dragged in a deep breath, taking a moment to think. Trying not to judge. Still the words burst forward, "So he wasn't cheating at all and you just decided that you needed to beat him to the punch."

"Don't talk to me like that. You have no idea what's happening." Vanessa accused.

"Please. Feel free to enlighten me." Dan retorted, "Cause I'd love to know why you're willing to throw away your marriage."

"You know what, Dan. You're still the same condescending jerk that you always were. And you can go straight to hell." She shoved past him and stormed from the room.

"That went well," Dan made a face at the empty room. He started to follow. "Vanessa, wait."

She lost him in the crowd of guests. He tried heading her off at the elevators but the sight of Serena stepping from the elevator car drove every thought that wasn't of her from his mind, taking him back to high school and that first night. When she'd stepped out of his daydreams and ponderings of what-if.

"Chuck, I just got here. I promise that I'll go and find him and make sure he's okay. Yes…yes…she is a bitch. No, Nathaniel doesn't deserve…" She rolled her eyes, letting her brother take it from there with the many failings of one Vanessa Archibald. Looking around Serena met Dan's eyes, her entire body freezing before she offered a quick stiff wave of the hand. "I'm going to look for him now. Call you right back."

She disconnected before Chuck had a chance to get another word in.

"Serena."

"Hi, Dan."

"Long time, huh." Hello 'awkward' my old friend. He sang in his head.

She fidgeted with her coat, "Chuck wanted me to look for Nate."

"I heard…I uh wasn't trying to listen or anything…you were just there and I…will stop talking." He cleared his throat, trying to get his bearings. "Uh, Nate's here…which you already know. I saw him. I could help you look for him…if you want."

And lame. God, why oh why…what was it that made him devolve into a rambling idiot in two seconds flat.

"That would be okay." She finally said. "Lead the way."

Lips clamped shut against saying anything else particularly stupid, Dan turned away from her, racking his brain for a safe topic, "So how's Blair?"

TBC

A/N: S/D back together again…well at least in the same room. N/V, one thing after another with them it seems. C/N as life partners? Hmm potential? Lol And B did go to prom, Belly and all. Anyone know which 80s movie Miss Waldorf referenced. Hope you enjoyed this, let me know what you're thinking. Will update as soon as I can.

Courtney