Disclaimer: I do not own anyone or anything from Gossip Girl!

Blair and I had ended up at the very top of the Empire state building. It had been one of the tallest buildings we could think of and we did not have to worry about sneaking on to the roof. Lucky for us not many people were there this time of day only one guard. We were standing near the edge and Blair was smiling I mean actually smiling. I had never in the short time I had known her seen the brunette looking so free and happy. The wind was whipping her hair around and her cheeks were pink from the cold, but not once did she complain.

"Shall we?" I questioned remembering the reason I had come here in the first place.

"I am so ready when you are." She replied and the next thing I knew the two of us were screaming at the top of our lungs. Eventually we started screaming out our frustrations and I had paused to listen to hers. "I hate Nathaniel Archibald for never seeing me when Serena is around! I hate Serena for being so perfect without even trying! Sometimes I want to strangle my posse because I know they are not really listening to me in the first! I hope my mother chokes on one of those grapes she insists I eat!"

Soon she realized I was not screaming with her and immediately I decided that since Blair had opened up I would as well. "I hate how my father never looks at me, but rather through me! I hate having to deal with the whispers that I killed my mother! Sometimes I wish that I was somebody else because being Chuck Bass is not as great as I make it seem! There are times when I am so envious of other people, other teens, who have parents that actually care about them! Most of all I hate myself for being so weak that I would do anything to get my father to see me."

After we had finished screaming the two of us just stood there looking down at the people who seemed more like ants at this distance. It was the queen of Constance who broke the silence. She kept her eyes trained on the people below. "They have it so easy and they don't even know it. I bet they think that they feel as if their lives are so hard, but they don't even have a clue. I envy them for that. Most people do not understand that just because my family is rich it doesn't mean that my life is perfect. The truth is it is about as far from perfect as it can get. I think that maybe it is worse because I have to live up to higher standard than the rest of them. They will never have any idea how hard it actually is and I envy them for the ignorance they have."

"People will never understand that deep down we are just like everyone else wanting only acceptance and we work so hard for it, but it is the Nate and Serena's of this world who actually get it." I hissed in slight anger as my fingers tightened around the railing.

Suddenly warmth came to settle over my hand and I looked down to see that Blair had set her hand over mine. The human contact was strange to me since the only human contact I usually had was sex. "You know I never expected for you to get it Bass, but it is nice to know that you do. Serena certainly will never understand because she is Serena after all. Looking at her mother people expect her to party and be wild, but I am a Waldorf and automatically they expect more from me you know? It's like I have to be a carbon copy of my mother. They just assume that I will go in to the fashion industry, Marry Nate, have two kids, and the cycle will start over again. Not once have they ever stopped to ask me what I want in life. Nobody really cares anyways they only act like they do."

"I care Waldorf." The words came out of my mouth before I could even stop them. I was also stunned to realize that I actually meant them. I cared about Blair Waldorf and I had never cared about anyone else before. I was not sure how to deal with this new revelation. I figured I would have plenty of time to think on it later when I was alone. Right now my mission was to try and comfort the girl next to me. "I care about you and what you want in life. That is one of the main reasons I am so against you and Nathaniel being together. Just looking at the two of you together I can tell that you are not happy and you deserve to be happy Blair. I am probably turning in to a woman saying this, but it has to be said. You need to find someone that can make you happy and it is not Nate everyone can see that. You do whatever you need to do in order to find that happiness. Just know that I will be there to support you no matter what anyone else thinks."

A smile appeared on her lips as she nodded and stepped away from the edge of the building. "Well the same goes for you Bass. You deserve to be happy no matter what it takes to get that happiness."

"Well spending time with you is a start." I replied setting my hand on the small of her back as I led her to the door so we could head back down before going to dinner. "This is probably the most fun I have ever had with another person. It is nice to know that you and I do have common ground. What do you say we go and have dinner before returning to your place so you can introduce me to those Hepburn movies you mentioned earlier?"

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After dinner Blair and I returned to her place and went up to her room so that we could watch some movies together. She was on a mission to get me in to the old Hepburn movies and hey if I got to spend time with her I was not going to complain. I have to admit that by the third movie I had actually gotten in to them. They had a certain old fashioned appeal about them that I could appreciate.

It was sometime doing the third movie that she ended up snuggling up to me on the bed. Her warm body was pressed against my side and I could not help it when I became aroused. Usually I would take advantage of this situation and yet after the day I had spent with her I just could not do that to her. I wanted to yes, but I would try to be stronger than that. The best way to do that would be by ignoring the soft feel of her body against mine. I kept my eyes locked on the movie trying to drown out her presence.

"You made a great pillow Bass." She murmured tiredly as her rest her head against my shoulder. I tensed up and tried even harder to ignore the fact she was almost laying on top of me. "I do have to mention that you are quite cold. Would you like a quilt or something?"

"No I am fine." I replied through gritted teeth as her body heat started to sear through my clothes. Her smell was all around me and I wasn't sure how much longer I could avoid temptation or if I even really wanted to avoid it anymore. "The cold doesn't really affect me much."

The brunette sighed and pushed her body even closer to mind. I was starting to regret allowing her to drink so much during dinner. I had forgotten that humans had a hard time holding their alcohol. "Well it affects me so be a gentleman and warm me up you Bass-hole."

As soon as she said that I could picture all of the different ways I could warm her up in my mind and my arousal became almost painful. I had to bite the inside of my cheek to snap myself back to reality. I could even taste my own blood in my mouth from biting down so hard. "I highly doubt that you want me to do that Blair."

Big brown doe eyes blinked up at me filled with confusion. "Why?"

Taking a deep breath I counted to ten in my head in order to get myself under control. "You don't want me to warm you up because the only ways I can think of doing that would be by using less than PG13 talents I have."

Comprehension quickly replaced the confusion as her eyes lit up with a playfulness I had not encountered before. "Who says that I wouldn't want that, Bass?"

Oh god she really was trying to kill me. I groaned as she suddenly and with a speed I had never seen her use before, sat up and straddled my waist. Her dress was pushed up her legs revealing her creamy thighs and I could not help it when my hands came to rest above her knees. The temptation was becoming too much. Why was I even resisting anyways? She wanted me, I wanted her, and Nate was an asshole when he wanted to be. I should just take what I wanted and yet a part of me knew that she would regret this and I did not want her to regret anything she did with me. I also know she was a virgin and she would bleed which considering I was hungry probably wasn't the best combination.

Setting my hands on her hips I sat up and stopped her from pressing the lower part of her body any closer to me than it already was. "You are drunk and even though I have taken advantage of plenty of drunken girls before I will not allow myself to do that to you. You deserve better than that and we just found even ground on the path of becoming friends. If I sleep with you now you are going to hate me in the morning."

Blair's warm breath hit my neck as she leaned in to whisper seductively. "What if I promised you that I would not hate you in the morning?"

"You would be lying." I told her truthfully pulling her off of my lap. "Look I am going to make a deal with you. How about we continue watching movies until we fall asleep which will give you time to sober up and in the morning if you still want me to fuck you then I swear I will and I will make sure you love it. You have to ask yourself if you really want your first time to be while you drunk because I can tell you I was drunk my first time and it really was not special."

She sighed and reluctantly nodded in agreement. "I suppose you have a point Bass. We can sleep on it and then in the morning I am sure I will still feel the same, but at least when I wake up I will have more energy and I am sure that being with a man of your experience that I am going to need it. Who knew that you Charles Bass could be such a gentleman?"

This time I shrugged as a smile came over my lips before I lay down and pulled her against my side. Just because we were not going to fuck it did not mean I couldn't hold her. I really was losing my edge, but right now I didn't care. "Well now you do and that is all that matters."

TBC…

AN: I hope that you all liked this chapter. I think that it came out pretty well. I wanted Blair and Chuck to kind of bond so let me know if I did that alright. Anyways I really do hope that you all liked this.

Please R&R like always!