Serena couldn't believe the changes she saw as she entered the Errol Townhouse. The home once filled with gaiety and love was as stale and dark as a mausoleum. Walking into the master suite, Serena realized nothing had changed since the last time she had been there. Everything was still just as Cedric liked it; from the books alphabetized by title and subject to his velvet slippers and robe placed prominently in front of the fireplace. It was as if the house was on edge, waiting with bated breath for the day he might return. What had once been the center of Blair's happiness now seemed a tomb.

Pausing to take in the scene before her, Serena's heart broke at what she saw. Darkness surrounded Blair like a shroud. The only light that blessed the room came from the antique candelabras that stood at either side of the dressing table. Reclining on the antique four-poster bed and surrounded by leather embossed albums and photographs of her dead husband was Blair.

"Blair," Serena greeted, forcing a cheery tone into her voice. Walking over to her friend she held her arms out demanding a hug. Blair languorously rose in a wave of rippling silk as the hem of her ivory negligee floated to the floor. It was Serena who made the first steps to enfold her friend in her arms.

Standing stiffly in Serena's arms, Blair warily hugged her back. "What are you doing in London, Serena?" she asked, her heart fluttering oddly at this unexpected visit.

"I just thought I would come visit my best friend in the world," Serena replied, unable to hide the evasive tone in her voice.

Blair untangled her arms from Serena's blonde cascading locks of hair. Standing still she studied the blonde, brown eyes locking on blue.

"You just thought you would come half way around the world to say hi without bothering to call first?" Blair asked suspiciously.

Serena laughed hollowly. "I thought maybe you would like some company. It hasn't been that long since Cedric…" Serena's voice trailed off when Blair flinched as if she had been struck.

"I know exactly how long it's been since Cedric died," Blair replied acidly. "Do you think I haven't counted the days down to the hours and minutes since he has been gone?" A hysterical edge crept into her voice, one that made Serena stop and take another look at her best friend.

Blair, while perfectly coifed as always, did not look herself. Faint smudges like thumbprints rested beneath her beautiful eyes and her skin was as pale and translucent as gossamer. Blair was a pale ghost of herself and Serena was afraid if she even blinked Blair would disappear in front of her eyes.

"Blair, you have got to stop dwelling like this. You promised before I left for New York that you were done wallowing. Cedric would never have wanted you to live like this." Serena said, giving Blair her most pleading look.

"Don't Serena, just don't. You have no idea what Cedric would want or not want, you could hardly be bothered to get to know him in all the years we were married." Blair said coldly, turning away from Serena and seating herself in Cedric's favorite chair.

"Maybe because it never felt right," Serena sighed, brushing her hair behind her ears with her fingertips as she searched for the right way to explain how she felt. "I know that he made you feel special, that he worshipped the ground you walked on, but the man was perfectly willing to raise another man's son as his own without even giving a thought to the real father."

"So this is about Chuck. I should have known he would send for you," Blair said coldly, almost shaking with anger. "I offer to marry him, give myself to him, let him have his son in his life in all but name, but still it isn't enough. He has to have it all."

"Blair, you didn't walk into this blindly. Of anyone you knew what Chuck was like and yet of all the possible sperm donors in the world you chose him." Blair started to interrupt, but Serena would have none of it. "There is only one reason I think you came to Chuck that night. You love him, you have always loved him and when given a choice you found you could never have a child with anyone other than Chuck."

Blair's mouth dropped open, aghast. "It wasn't like that," she denied, refusing to look at Serena.

"It was exactly like that." Serena said with a hard edge to her tone. Blair had lived in her fantasy long enough. Serena would force the princess to awaken not with a kiss, but with the truth. "If Cedric hadn't been so horribly hung up on a woman that could never love him the same way she loved a teenage fling he would have seen the truth. He never should have married you or agreed to give his name to another man's child. What the two of you did was wrong and it was partly my fault for staying silent all these years.

"You don't know what you're talking about," Blair cried angrily, her nails digging into the leather of the chaise lounge.

"I know exactly what I am talking about. You were perfectly willing to set up the same deception once more. What I don't understand is why Cedric would have gone through with it. He had to have been messed up beyond belief to agree to such a scheme."

"Cedric was not messed up!" Blair shouted, wiping away the tears that overflowed from her eyes.

It was breaking Serena's heart to see Blair like this, she wanted to stop, but she was past the point of no return. Blair had been allowed to wander blindly for too long. "He was so in love with you that he allowed you to sleep with another man - a man he knew you loved - in order to give you the child you wanted. I am sorry Blair, but that is the definition of dysfunction.

"Is that what you came here to do?" Blair sobbed openly into her hands, her tears glimmering on the pristine white lace of her negligee like dew. "Tarnish every memory I have of Cedric? "

"No, Blair." Serena said softly. "My only priority is to you and my nephew. Having the two of you living in the shadow of a dead man is not healthy and not something Cedric would have wanted. All he lived for was your happiness or he never would have allowed things to progress as far as they did. His only fault was loving you too much."

Blair's voice cracked, as she fought to control her tears. "I loved him too. I really did."

Serena sighed heavily, "I know you did, but it wasn't the same. He knew it, lived with it, and loved you anyway." Reaching out to Blair, Serena enfolded her in her arms and Blair like a child to its mother laid her head on her chest. Running her fingers through Blair's curls, Serena attempted to soothe her best friend. Offer comfort the only way she knew how. "Knowing this about him I know that he would be devastated to see you like this."

"At least Cedric loved me for me," Blair said bitterly. " For Chuck I am the one that got away. It is all just another game to him. He is willing to do anything in his power to have his son and that unfortunately means he needs me."

"Blair, don't be ridiculous. Chuck loves you, has always loved you. Hasn't he stalked you from the ends of the earth, desperate to have you even before he knew about the baby? If that isn't love, Chuck Bass style, I don't know what is." Serena asked laughingly.

"Have me," Blair said wildly. "It makes me sound like a possession he has to own, something he thinks will fill the hole that exists in his heart. Now with the baby he thinks he can have it all."

"It isn't like that, Blair," Serena soothed. "Didn't you agree to marry him, anyway?"

Blair pulled away from Serena, wiping her tears away with the corner of her nightgown. "Yes, as a bargaining chip," she said coldly.

Serena stared Blair down, the silence in the room growing heavier with each second until Blair couldn't take it. "Fine, maybe there was more to it than that," Blair said wringing her hands, and fidgeting like a mouse caught in a trap.

"Why won't you admit you love him?" Serena asked, with confusion.

"Fine, will that make you happy? I love him. But I won't be a possession. I won't be used at his will and then tossed aside when he tires of me. I am not a human incubator for his precious heir!" Blair cried passionately.

"Blair, you are being unfair. Have you mentioned any of this to Chuck?" Serena asked gently.

"No," Blair said shaking her head emphatically. "I am willing to marry him if I get what I want. It is the only way I can retain control of the situation."

Serena looked at Blair aghast. "Blair, saddling your son with a dead man as a father is cruel. He deserves to know who his real father is and where he comes from.

"I was never going to deny Chuck his son," Blair said defensively.

"No, you were just going to give Cedric his son. Blair, you know that is legally and morally wrong," Serena added sarcastically.

"What can I do?" Blair asked, her eyes dark and tragic. "After everything Cedric did for me how can I let his legacy die? I owe him this, the continuation of his line."

"But it won't be his line you will be continuing. Don't you see that? Your son will never be an Errol. He will always be a Bass pretending to be an Errol. You will be giving him an identity crisis from the time he is born. Cedric would never have wanted to do that to an innocent child?"

"But he did, that was the plan," Blair argued.

"Did you ever stop to think that maybe your outrageous plan is what led him to kill himself?" Serena said bluntly, holding back no punches. "Maybe he no longer wanted to live a lie. He was already dying so he sacrificed himself to give you what you always wanted, a chance at a family with Chuck. If he wanted this child as his own he would have lingered until the bitter end, making sure by the time of his death that the child carried his name."

Pain lashed itself like a whip across Blair's face. The truth spoken so easily by Serena hit her full force, choking the breath from her lungs. "What am I to do?" Blair asked in a thick broken voice.

"You don't have to marry Chuck, but you do have to acknowledge him as the father of your son. In fact it might be best if you don't get married," Serena conceded, gravely. "The two of you have a lot of issues to work out and marriage may not be the best decision right now for either of you."

"You don't understand, Serena. Marry him or not he will never let me go," Blair said quietly, sitting herself back on the bed tiredly.

"Do you really want him to?" Serena asked, looking at Blair with large knowing eyes.

"No," Blair whispered hoarsely, twisting her fingers together until her knuckles were white.

Serena sat next to Blair on the bed, clasping her hand in hers she forced Blair's fingers to relax. "Then promise me you will talk to him."

"I will. Only this time there will be no more games. No more forced limousine rides due to disappearing employees." Blair said grimly.

"What on earth are you talking about?" Serena said looking at Blair with a puzzled expression.

"He didn't mention that he paid off my driver to leave me stranded at the clinic the day we had our ultrasound?" Blair asked lightly, her voice dripping with sarcasm.

"No," Serena replied slowly, frowning.

"Of course, he didn't," Blair scoffed. "Obviously he told you about the baby, that we are having a son, but he didn't bother to inform you of the way he manipulated the situation so I would be forced to spend time with him."

"Which by the way, I believe congratulations are in order," Serena all but squealed, conveniently ignoring Chuck's latest scheme. "I'm going to have a nephew!"

Blair's face lit up like the heavens as she reached out to caress her abdomen through the thin silk of her nightgown. "I know. I can't believe I am having a son."

Serena leaned in over Blair, her face parallel to Blair's abdomen, her voice softening to a coo. "You're going to be the most spoiled little boy ever, yes, you are."

"Between you, Chuck and my parents this little guy is going to be a spoiled brat," Blair said with a laugh, rolling her eyes.

"Just like his parents," Serena said fondly, squeezing Blair's hand as she rose to leave.

Blair smiled sadly, her eyes once more fixed on the photographs of Cedric that lay all over the bed. "He would have been a good father."

"I know. It will get easier, B. I promise," Serena said softly. "Just give it time."

Blair nodded as she slowly began to gather up the photographs, her fingertips lingering over each one as if they were precious gifts.

"Lunch tomorrow and maybe shopping?" Serena asked, brightly. "Since Chuck isn't having me flown back until tomorrow night and he is paying all of my expenses we might as well make use of his generosity."

Laying the last photograph back in its album, Blair closed the lid with a heavy heart. "Well, I think Chuck owes you at the very least a new wardrobe now, don't you, for making you come so far?" Blair asked teasingly, her eyes finally showing a bit of the spark that Serena loved so well.

"There's that, and Nate and I have been looking for some new art for the penthouse," Serena teased.

"Ugh, more of that modern stuff?" Blair shuddered in distaste. "By all means waste Chuck's money on that," she said slyly knowing exactly how Chuck felt about Serena's and Nate's taste in decor.

As Blair walked her friend out the bedroom door she gathered her in her arms impulsively. "Thank you, for coming, S," Blair whispered. Tears once more prickling her eyes.

Serena hugged her back, swallowing hard. "Always, B."

Thanks to all my amazing reviewers: JYLlian, 24hrscout, blair4eva, yeeww, TriGemini, Kensley-Jackson, ggxoxo, Kuku Mademoiselle., Ziah, sweetshorti868, cavanaugh-girl, Lil Miss Chuckles, flipped, abelard, CanYouSayItTwice, annablake, guardian izz, Stella296, Nicoley117-LadyBlueMartini, and 3venst4r. You humble and inspire me…

Thanks also to my lovely beta, Camilla (uncorazonquebrado).