"Charles Bass, how kind of you to finally join us. I'm expecting a good excuse for skipping my class four days in a row. Perhaps something other than that one you used last time. What was it again? Oh yes… "I'm Chuck Bass," an impeccably dressed, almost wrinkle free women snapped from the front of the room.

Chuck simply smirked back at her. His father practically owned the school, what could she possibly do to him?

Blair, who had witnessed the scene currently unfolding from her chosen seat in the front of the class, suppressed a sound of disgust. She turned slightly to her friend sitting next to her to roll her eyes.

What was Chuck Bass even doing in an Advanced Placement English class? she thought. He wasn't exactly known for his thirst for knowledge. Some of us on the other hand actually would like to get back to discussing the novel, Emma.

Blair ran a hand over her hair to make sure her perfectly coiled curls and precisely placed headband were in place. Of course they were. They always were. She sighed and tuned her attention back to the teacher's ranting.

"Charles, you're education is clearly suffering. I will expect all the work you've missed to be made up by Friday. Now class I apologize for the waste of precious class time. Where was I? Ah yes...the partner assignments for the project on Emma. Charles I would like you to work with Blair Waldorf."

Blair and Chuck's mouths fell open at the same time.

"Blair, I have confidence you will be able to step up to the task. As for you Charles, I will know if you didn't do half of the project yourself so don't think for one second you don't have to do this or there will be consequences I can assure not even you will be able to weasel out of. Nellie you will be working with…."

After class, Blair spotted Chuck sauntering down the hallway doing his notoriously relaxed walk.

"Bass! Bass! Wait up!"

Chuck slowly turned around. He eyed her tight fitting uniform, admiring the way it hugged her undeniably sexy curves, exposed just enough of her thigh to leave him wanting to see more, and he wished she had left a couple more buttons undone. He started to imagine himself undoing the buttons of her blouse, his hand making its way under he skirt.

He paused, snapping out of his trance to realize what he was thinking. This is Waldorf for god's sake. They had known each other since kindergarten. Always in the same classes, yet always running in different social circles. She was just so smart, focused, and concerned with high society life. Chuck just wasn't. He preferred quiet time to himself, drinking, skipping school, and generally anything that would piss off his father. He also knew what Blair saw him as a useless playboy. He wasn't concerned with making a name for himself or living up to the high standards set on the Upper East Side.

"We should set a time to meet up to start working on our project," she stated when she finally met up with him. She noticed him staring at her. She felt a little uneasy. She discreetly checked to make sure her skirt wasn't tucked into her tights or something else horribly wrong.

Chuck thought about it for a second. Despite Miss Wrights warning, Chuck wasn't really planning on doing the project. But something about her intrigued him. Though he didn't plan on taking advantage of her, he also didn't want to pass on this opportunity to be with her. Plus he was getting a little annoyed at Miss Wright's constant nagging.

"We could work in my limo," he coolly suggested with a smirk she instantly understood.

"Chuck, be serious. How about me meet at my penthouse after school?"

"That works too, Waldorf."

"Okay. Here give me your hand, I'll write my address down."

Blair was carefully making her way to the sidewalk outside the school. It was not easy to walk in four-inch designer heels in the pouring rain! Of course she had forgotten her umbrella at home and didn't wear a jacket over her short sleeve dress.

If only Serena hadn't ditched her to hang out with Nate. Not that Blair was really mad. She had broken up with Nate over a year ago and never looked back. Now that she thought about it, Serena and Nate did seem to be spending a lot of time together. Maybe, love just wasn't meant for Blair, she decided.

She finally managed to get a cab for herself, when a strong hand told the cabbie "No thanks" and closed the door.

Blair grunted, and turned around.

"Chuck? What are you doing?"

"Waldorf, I can't stand by idly when you're in distress."

"So why did you just send away my one hope of getting out of the rain?"

"I just assumed you would prefer a ride in a pristine limo to a public taxi. We're both going to work on our project for dear Miss Wright."

Blair was a little taken back. She had assumed she would have to text and call Chuck a bunch of times to wake him from his presumably drunken state to remind him to come over.

"Chuck, I already told you that we are not 'working' in your limo. I've heard enough stories about that."

"I only meant it for a ride, unless you wanted to start some extra curricular activities. We'll drive right to your penthouse. I promise."

"Alright fine but let's hurry up. We have a ton of work to do."

Chuck smiled at her acquiescence and led her to his limo.

On the drive over to the Waldorf penthouse, Chuck kept glancing over at Blair. Then Blair would glance over at him. It was turning into a game.

Chuck finally broken the silence.

"Waldorf, you look a little cold."

"Keen observation. I'm only soaking wet."

"Here, do you want my coat?" Chuck immediately regretted the words as soon as they left his mouth. He didn't like or understand why he felt compelled to be nice to at the same time, he hated to watch her shivering.

"I don't need your coat."

"Don't be stubborn. You just admitted you were cold. Here, just take it. I swear, I won't try anything."

Blair wanted to add a retort, but he had a point. And she was afraid her fingers were going to turn blue. So she took it from his waiting hands and slipped it on, instantly feeling better. She silently noted how much she loved how it smelled. She tried to place what the wonderful smell was until she realized it smelled just like him.

Blair looked up to Chuck to thank him but their eyes locked and she forgot what she was about to say. Her fingers seemed to forget what they were doing and her bag hit the floor softly. Even her breathing seemed to momentarily pause.

They seemed to be leaning into each other. Both glanced down at the other's lips for a second.

Then the car lurched forward as they stopped at their destination. Chuck cleared his throat and Blair turned her gaze to the floor, picking up her bag that she didn't remember dropping.

They went into the building, his hand automatically reaching out to touch the small of her back as they walked.

A/N: Okay so just for reference, in this story....

1)Blair and Nate did date when they were younger, but she broke up with him last year (let's say sophomore year) so by this point in her life she's really over him.

2) Blair and Chuck never slept together either.

3) Blair and Chuck aren't really friends prior to this story, they are more like acquaintances.

Other than that, they are still the same people with the same personalities. I'm just writing an alternate story. If you have any questions about this feel free to ask!

You could call this an alternate version of junior year.

What did you guys think? Should I post chapter two?

Don't forget to review :)

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