First of all thank you all so much for the amazing reviews so far. They have definitely motivated me to 'soldier on' in this story.

I am really not convinced with this part, even though it is the longest by far, which is why it took so long to write. I am trying to introduce my Blair and Chuck as characters as close to their canon characterisations as it is possible to get and still remain faithful with my reinterpretation of the story. But I think my Blair might still end up with more in common to canon Chuck than I am comfortable with. Please let me know what you think…

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Eleanor Waldorf was a woman of many faces and like any fashionista worth their salt she accessorised each impeccably according to the occasion. Her public face was that of the grieving widow who had sacrificed her youth to raise her only daughter; there she was softly spoken and kind and the ruthless gleam that normally sparkled in her eye was tampered by some kind of inner sweetness that must have been left over from when Harold Waldorf was alive. She only ever wore demure black dresses, her wild brown curls were tamed ruthlessly into a smooth chignon, and she wore her mid-heeled Kurt Geiger's proudly as though they could turn her to the Upper East Side's version of a soccer mom with just a click of the heels.

Blair knew the truth though. And as she downed champagne glass after glass at the muted soiree that Bart Bass threw for Eleanor Waldorf Designs in the same way she downed shot after shot of tequila with Serena during their non-Chuck approved trip to Tijuana the weekend of the Sheppard wedding, she wondered whether the socialites and business people that attended this function were aware of even the tiniest fraction of the cruelty her mother was capable of when it came to her only child.

"I would ask why you were intent on making a fool of your mother," Chuck Bass interrupted as she reached out for her tenth glass of champagne, intercepting and replacing it smoothly with a glass of orange juice. Freshly squeezed into an elegant wineglass, no ice, and decorated by thinly sliced Florida oranges and powdered brown sugar; it was perfect. "But I honestly don't care. Just don't make a fool of my dad. He worked too hard to set up this soiree for you to screw it up with your usual drunken antics."

"Somebody is feisty today," Blair turned up the corners of her mouth in a bitter smirk as she took another sip of her juice. "Well if you're looking for a fight Chuck then I'll have to ask you to find another opponent; I don't punch out of my weight class but I suppose you already knew that."

His jaw clenched hard like he had been slapped but he remained silent as his eyes burned furiously into the untouched glass of scotch in his hand. And Blair took the moment to look at him—brown hair combed neatly to the side, square jaw meticulously smooth, narrow shoulders and soft abdomen expertly dressed to exaggerate his leanness in a cream and gold three piece YSL suit that had not yet been shown even in Paris.

He looked good.

More than good, he looked tempting like those tall dark Eleanor Waldorf Designs models that Blair sometimes liked to take home two at a time to provoke a reaction from her mother. But Chuck was definitely not a harmless twenty year old grateful for any scraps of attention thrown his way by the first rich girl pretty enough to inspire an erection; he was cunning, and ruthless, and despite rarely playing those silly little power games that she and Serena sometimes did at school to make themselves feel more important when he did he played for keeps. Chuck was Chuck Bass and he was long term.

That thought alone was enough to dry up any vestiges of attraction that she may have felt for him, because if there was one kind of man Blair Waldorf definitely did not do it was the kind she would be stuck with.

"I didn't mean to hurt you," Chuck said evenly after letting her stare at him for an inappropriately long time, his eyes still not meeting hers. "I had a lot to drink that day."

She didn't believe him of course. A Bass never drank anything stronger than an espresso before five pm and certainly not enough to tarnish that famous self-control that the tabloids touted as being the reason for their 'meteoric' rise from the depths of Brooklyn. Normally she would have rolled her eyes and changed the subject, perhaps even leave Chuck to scout for talent at the fringes of the room; but on any other day Serena would have been right there at his side to remind Blair to be kind.

"You didn't seem drunk."

"Well I was. You can ask anybody." He clenched his jaw, still not looking up from his glass, and Blair let out a small sigh before she reached up to gently cup it in her hand. His eyes shot to hers then, burning with unshed tears, before clenching shut when she kissed the corner of his mouth.

"It's sweet," Blair said honestly as she rubbed her red-brown lip-print off his skin with her thumb, "That you think I'm the type of girl that doesn't like to be slapped around." She poked the point of her chin briefly into the soft flesh of his shoulder. "It makes no difference to me whether you're impotent or not. I shouldn't have said anything, I'm sorry."

"I'm not impotent," Chuck whispered, pulling her in close to his body when she tried to step away, his hands fisted into the gathered skirt of her Eleanor Waldorf Original gold dress until she had no choice but to move towards him. Against him. Until her body touched his in a straight line from their shoulders to their knees, and she could feel the truth of his words. "I just can't…not with Serena. Not with any girl and believe me I've tried Blair. It's always the same until I see you, or smell your perfume, or hear your voice; and then suddenly its like I can't get it down."

"What are you trying to say," Blair asked slowly because she needed it, whatever she thought Chuck meant, to be elaborated so that her heart would stop racing. He couldn't mean what she thought he did; he was in love with Serena. Had been in love with Serena ever since she (and Blair) hatched that elaborate plot with a beehive, honey, and Dan Humphrey's new white Converse.

"I'm saying," Chuck flared his nostrils as he glanced down at her lips, a pained look in his eyes, before looking everywhere and anywhere until he eventually caught his father's stern gaze from across the room. Blair already knew that Bart Bass thought she was an unsuitable friend for his son because her mother told her so during dinner one evening when she was fourteen. "I'm saying that I'm in love with Serena but all I can think about is you." He gulped loudly an absolutely devastated expression on his face. "And I don't even like you most of the time, Blair. What's wrong with me?"

Before Blair could reply with one of the thousand one-word responses that fluttered like butterflies through her mind—lust, stupidity, homosexuality, Erotophobia—he let her go with a sneer of something that would have been distaste had his eyes not stared at her as though she were the only thing worth looking at in the room. "Forget it. I already know what's wrong with me. Dad was right."

"About what?" Blair asked guardedly, her heart beating almost right out of her chest as she waited for Chuck to continue. But all Chuck did was glare at her before walking as fast as possible (and still maintain his dignity in a room full of Bass Industries' shareholders) to his father.

Bart Bass patted his son's back, pulled him in to make room for them both in the conversation, and sidled a scathing look at Blair before asking a waiter to refill Chuck's Scotch. It was love Bass style but as Blair glanced to where her mother mingled in the far reaches of the room blissfully unaware that she even had a daughter much less one she had purposefully invited to the soiree in order to seduce one of her prominent suppliers to reduce his prices, she considered it a thousand times better than any kind of love she had ever received.

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