A/N: Hello, everyone! This is my first GG fic so I'm hoping for a warm welcome into the fandom. (Crossing Fingers) My idea with this was to explore how things might have been different if Blair had spent the night in Chuck's suite after the limo incident in "Victor/Victrola" instead of going home. The plan is to rewrite the C/B story line from "Seventeen Candles" through to "The Thin Line between Chuck and Nate." If there isn't anyone interested in this, I'll just leave it as a oneshot. Just remember, if I don't rewrite it, it will be the same as what happened in the actual episode. BTW, this hasn't been beta'd, so please forgive any mistakes I've made. Thanks for giving me a try and please enjoy!

Disclaimer: I don't own Blair, Chuck, or Gossip Girl. If I did, Blair would realize that Nate is a whiney baby and Chuck is all the man a girl could ever need.

Warnings: T for occasional language and adult themes; may change to M in later chapters.

Chapter 1

"Got A Hold On Me"

Caught somewhere in the fog between wakefulness and beauty sleep, Blair Waldorf was only aware of enough to notice her immediate surroundings. The blanket her left hand was resting on wasn't the satin comforter that Darota had made her bed with just yesterday. She had her feet twisted in sheets that were an even higher thread count than the Egyptian Cotton coverings she had purchased from Neiman Marcus only last week. Her chocolate brown locks were fanned out on a pillow beneath her head that was decidedly feather-stuffed, as opposed to the memory foam cushions that adorned her bed. With only one conclusion to draw, she began to lazily reflect on the many reasons that could explain why she wasn't in her own bed.

Before she could begin to delve into her memories of last night, she rolled experimentally onto her right side and discovered her answer without a thought: her head was now resting on another human's arm. Still not concerned enough to open her heavy eyelids, she didn't fight the hand that touched her shoulder, trailed fingers down her arm, and drew her hand to rest across the chest that the hand belonged to. After settling in against the warm body next to her, she was finally alarmed; her bare breasts were pressed against a cologned, male, body.

Startled out of sleep, her eyes popped open and took in the expanse of slimly muscular chest, dusted lightly in brown hair. Her gaze didn't move to the man's face, but she still knew it wasn't her longtime boyfriend who held her. Nate Archibald's chest was a little more built, smooth and free from any of the tiny brunette curls that she could see at this moment. She was only slightly worried about this development, but her confusion was swiftly forgotten when lips pressed a soft kiss to her forehead.

Suddenly, Blair Waldorf couldn't help but remember how she had woken up in Chuck Bass's bed.

Her first Champagne flute of the night was clutched in her hand and still half full when she bent to set it down and rise to his challenge. The cocky declaration that she wouldn't set foot on the stage showed how much he underestimated the reckless mood that Blair was in and her determination to escape from thinking about her break-up with his best friend.

When she strutted up the steps and began to put on a show for him, his jaw had dropped. He must have forgotten to hide his intrigued desire from her, because it was written all over his face. Not that Chuck could have hidden it from her anyway; she could read him like a book when not even his best friend had been able to so.

After her impromptu striptease, he had congratulated her on her performance with a grudging respect, conceding the single victory to her. The way the night started had been horrible, but now she felt free and alive on the adrenaline that look on his face caused to flow through her veins.

When they finally poured themselves into his stretch limousine, that carefree feeling still enraptured her brain, pushing her to take every chance available on this thrilling night. His reaction to her actions had taken the camaraderie that she'd always felt in his friendship and turned it into a dark curiosity, twisting in her throat to block her words. All she could think about was how he would taste…

And that's why she kissed him.

She leaned to take his lips in hers and was silently elated when he bent his head forward to meet her. At first taste, the scotch on his breath had been no surprise, but the spark of need in her gut was shocking. She was starting to question whether she'd always wondered about the enigma that was her boyfriend's best friend and whether he had imagined this could happen before tonight.

Her head was muddled, but she still heard his whispered words when he recovered from their kiss: "You sure?" Blair was sure of nothing other than that she was probably the only girl who'd received that kind of consideration from Chuck Bass. In that realization, she found that she was sure; whatever happened tonight, she wasn't going to regret it in the morning.

She had answered his question with a kiss and not held anything back. When he pushed through the barrier to enter her, she felt nothing but safe and treasured; his uncharacteristic gentleness was only hers. He had her gasping for breath in his arms and crying his name out in ecstasy before they reached her building, but she still felt as if there was more she should seize.

When she made no move toward the door for the real world, his face had displayed his bewilderment. He was no longer puzzled when she kissed him and whispered, "Your place."

They had continued to kiss as the car glided along the few city blocks from Blair's building to the Palace Hotel and the ride in the elevator had been no different. By the time they arrived on the fourteenth floor, they were, again, gasping for air as Chuck unlocked the door to his suite and guided their bodies inside.

When he pushed her up against the back of the door after locking it, Blair abruptly detached herself from his embraced and walked away. At his surprised groan, she threw a seductive look over her shoulder and accompanied it with a single-worded challenge: "Shower?" One of his trademark smirks had shaped his lips and, before she could protest, he had gathered her up in his arms with her feet kicking to find the floor. The giggles from her mouth had trailed all the way into the bathroom.

After their shower, Blair was sitting on the edge of Chuck's king size bed running a brush through her hair and not wearing a stitch of clothing. She could feel his gaze on her when he exited the bathroom rubbing a towel over his head to dry his tousled hair and wasn't shocked when the towel was abandoned to drift to the floor. When his naked flesh hit hers the hairbrush fell to the floor to keep the towel company.

Breathless, Chuck had collapsed on top of her and put his forehead to hers while they caught their breaths together, then they settled into each other to sleep for the night. Blair's head was resting on his shoulder and his hand was tracing invisible patterns on her back as she drifted off to sleep, thinking of how different spending the night with Chuck was from what his reputation had led her to expect.

Blair was shaken from her reverie by a hand running through her tresses, stopping to untangle curls that had manifested due to her failing to blow dry it. She didn't know what she expected to see on Chuck's face, but the guarded sentiment in his eyes shook her to the core. He seemed afraid she would run the moment that she woke up, realizing what she had done.

Giving him a shy smile when she thought of the vixen she had been last night, she attempted to reassure him she wasn't going to bite his head off for not stopping her. "Good morning."

His mouth mirrored her attempt at a smile, while his eyes lit with the mischief she had expected to see. "It's a very good morning." An eyebrow arched upward as the smile became a cocky smirk. "The kind that follows a very good night… one for the record books, I think."

Rolling her eyes and trying not to let her smile grow into a grin, she playfully shoved away from him. "And why is that," she teased, "Did you accomplish something while I was asleep?"

Before he could return her quip, there was a sharp rap on the door. "In addition to the… services I performed last night, I ordered breakfast. Does that count?" Throwing the covers away from his body, he swung his legs over the side of the bed. As he strode across the room, Blair took the moment to appreciate how comfortable he was walking around naked and was slightly disappointed when he covered himself with the robe he had retrieved from the bathroom.

As he opened the door, she covered her head to shield her presence from the staff; she didn't need a bitter maid tipping Gossip Girl off to where Blair had spent the night. When the door closed, the covers were pulled from her head and replaced by a quick kiss. "Breakfast, huh?" She tried not to seem impressed that he had thought to order room service; he normally bragged about how whatever girl had spent the night was put out of his room when the food was delivered. Then again, nothing that qualified as normal had happened in the last twenty-four hours.

A self-satisfied smile lifted his lips as he held out a robe matching his own toward her. "I don't know about you, Blair, but I worked up quite an appetite last night." When she grabbed a pillow and threw it at him, he ducked and then dropped the robe on her head. "Now, get dressed and come eat breakfast like a good girl."

His tone seemed to suggest that she didn't know how to behave like a 'good girl,' most likely referring to her actions last night. She climbed out of the bed and walked over to the bar where Chuck was perched on a stool, dishing up a plate, and dropped the robe on his head without a word. When it dropped to the floor, he abandoned his stool and pressed himself up against her. He had neglected to tie his robe shut so they found themselves skin to skin yet again. "Have it your way, Waldorf," he growled against her cheek, "I should have known better than to expect you to be good."

"I guess I didn't expect clothes to be required for anything in Chuck Bass' suite." She nipped at his earlobe playfully and bent to retrieve the robe from where it had fallen on the floor. Shrugging it onto her shoulders, she scooted onto one of the stools and crossed her legs, allowing the robe to hang open.

Climbing onto his own stool, Chuck reached across and pulled the front of her robe closed, tying it. "Normally, you would be correct, but if you continue to run around naked, I'll never get any food and I'll die of exhaustion." With a sardonic smirk, he closed his own robe, which did nothing to hide the tent that was currently pitched in his lap.

Feeling very content with their flirtatious banter, she took in the impressive spread of breakfast foods that was spread out on the bar. "I will say one thing; the Palace knows how to do room service." There was everything from pancakes and eggs to Danishes and fruits to coffees and juices adorning the cart.

While Chuck sat in silence across from her, Blair chose a single pancake, an apple, a scoop of scrambled eggs, and poured herself a glass of skim milk before she dug in. He wasn't the only one who was starving. She noticed that he wasn't talking so she turned to face him, seeing an uncertain look on his face. "What?"

His voice was surprisingly steady, considering his nervous facial expression. "They don't always bring this much food, I just didn't know what you would like." He turned his eyes back to his plate before asking, "So, what are your plans today?"

Blair saw a smile blossom across her face in the mirror across the bar as she realized what day it was. "As is tradition on the day before my birthday, I'm heading the to jewelry store to put some pieces on hold for Eleanor and…" When her eyes flicked over to Chuck's reflection her voice died in her throat; his fork was frozen in midair and his face had turned to stone.

When his eyes met hers in the mirror, his expression didn't change; she knew she looked horrified at her slip, but she also looked guilty. His voice was cold and hushed as he asked, "So you're still planning on dear Nathaniel singing happy birthday this year?"

"Chuck, I…" She watched his reflection descend his stool and walk around the bar where he quickly poured himself a scotch and gulped it down. "I don't know what to say. Last night…"

"Was fun," his shoulders shrugged it off, but his posture was otherwise rigid as he threw another shot back. He had resurrected his famous emotional walls again, hiding the vulnerable man she had been accompanied by since she had taken the stage the night before.

"It was amazing and I'll never forget it," she tried to reach for his hand, but he pulled it from her grasp. "It's just that, no one knows that Nate and I broke up and I want to try and fix it while I can... if I can." He was avoiding her eyes, closing himself off while sloshing the amber liquid in his glass around in circles.

"You best not waste anymore time her then," his eyes flickered to the door then back to the fascinating glass he was still swirling in his hand. Wasting her time wasn't what she was doing here, but he decided that was what she thought; the whole morning she had reveled in the fact that she hadn't been dismissed like his normal bedmates, but it turns out it had just taken longer. All she had to do was mention her ex-boyfriend.

Sliding off of the stool, she walked over to where her clothes from the night before were strewn across the couch and dropped her robe. After quickly dressing, she threw one last glance at Chuck as she grabbed her purse; he was back on his stool and she was struck by how dejected he looked before he saw her staring. When his face transformed back into his normal 'fuck off' attitude, she walked to the door. That was when he decided to say, "I'll have the limo waiting when you get downstairs."

As she placed her hand on the door, she tossed a grateful look over her shoulder as she turned the knob. "No, I think I'll swing by Serena's." She stepped through the door and stood with her back facing him before adding, "When I said that last night was amazing, I meant it… thank you for being there to pick up the pieces."

After the door clicked shut behind her, she walked steadily down the hallway toward the elevator, wondering why there were tears welling to her eyes for her to fight off. The walls were too thick for her to hear the amber-filled glass shatter the mirror as it crashed into the wall across the bar.

A/N: So... how did I do? Should I continue? Just click the button to let me know.