A/N: hope you enjoy it, it took longer to write than expected.
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***1 week later***

blair was sitting in her bedroom and the bed, her legs crossed playing with her phone. serena came in and walked over beside her.

"what was the big problem blair?" serena asked scared "did you relapse?"

"no no nothing like that but it is a big problem" blair bit her bottem lip.

"well what is it?"

blair breathed in and said fast "i think i might like chuck bass"

serena laughed "so your telling me, you made me drop my date with dan... so you could tell me you might like chuck bass" serena smiled at her.

"yes"

"your being serious" serena turned serious "B chuck of all people, you know his rep. he doesnt do relationships" serena sat beside her.

"i know, but... it's chuck, you know i always fell for the bad wons who manage to hurt me" blair smiled "but chuck's diffrent, chuck's a bad boy with a heart. they are the most dangerous of all bad boys" blair said.

"how?"

"because they are the most secretive, they dont want you to know that they sometimes have genuine feelings" blair said matter of factly "and secrets in a relationship are not good, they destroy things" blair then hesitated "and the bad boy with a heart is rare, they break you heart from the fact that their a bad boy and you know you lost the chance of bringing his feelings to the suface and it hurts like hell when your so close" blair rested her head on serena's

"what brought on these feelings for chuck?" serena asked curiously.

"no telling a sigle sole when i tell you this ok?" blair asked and serena nodded "well nate introduced me to connor o' shaw. he tried to rape me chuck stoped him, we nearly had sex in his limo, but he wouldnt take advantage of me and handed me my dress" blair told serena.

"can i kill nate and he doesnt even have to know why i did it?" serena smiled at blair "he wouldnt take advantage of you... chuck prys on taking advantage of people. maybe you will be the one to change the bad boy of the upper east side" serena smiled hopeful.

"NO!"

"But why B? you have a chance to be with chuck, all you have to do is tell him how you fe..."

"S NO" blair shouted "this is just me being so thankful i've lost my mind" blair covered up "you are not to tell chuck a word of this conversation, if you do chuck will hold this against me for the rest of my life. you know how we always play games to annoy each other, well he'll win" blair huffed.

"B if you didnt like him then why did you call me?" serena looked at blair. she felt sorry for her best friend. she had only met chuck at the start of last week and he was already getting to her. not many people could do that to her, she knew chuck couldnt but blair only showed her vunerable side to serena and nate. and very rarly at that. being nearly raped would have made blair feel vunerable, being open enough to let chuck nearly take her virginity. but usually chuck took advantage of upset and not completly sober girls, which made serena think maybe he did like her. she knew it wasnt because they were friends because she knew he would take advantage of her if he had the chance. so why blair?

"S i can not like him" blair said "i cant i cant i cant i cant I CANT!" blair shouted

"It's ok B, i wont say a thing" serena said sympathtic and then she laughed "maybe you're still caught up from nearly having sex with him"

"you're a genious" blair smiled.

"I was joking"

"No, you're very very smart" blair smiled "all i need to do is have sex with chuck once, sexual drainum" blair got off the bed.

"B ew, you're starting to sound like chuck" serena was disgusted but laughed.

"no i need to go buy a really sexy but appropriate dress to go with my mask for tonight's masked ball" blair smiled "are you coming?"

"I'm ok" serena laughed "im going to go find dan"

"ughh... fine, go hang out with humpty dumpty from brooklyn rather than shop with you bff" blair said "you know the way out, i have shopping to do" blair grabbed her phone anf left.


chuck walked over to the door and answered it to serena.

"Sis so nice to see you please come in" chuck smirked.

"i hear you have had no girls up here all week from nate" serena smiled "turning over a new leaf?"

"no. just havent been in the mood since..."

"since you nearly slept with blair" serena smiled raising her eyebrows.

"she told you"

"we're best friends chuck. i bet you've told nate, but she doesnt want the connor bit getting out" serena told him "so why didnt you take advantage of her? i know you pry yourself on taking advantage of girls"

"she's a friend" chuck said poring out two glasses of scotch and passing one to serena

"dont try and pull that shit on me" serena said chuck did a shocked smile at serena 'goody two shoes' van der woodsen hardly cursed "i'm your friend yet if you had the chance to take advantage of me wouldnt you?

chuck didnt say anything he just took a sip of his scotch and pretend he hadnt heard her.

"are you going to answer my first question or not. why did you take advantage of her like all the other girls?" serena asked

"because i didnt want to take advantage of my new friend. and blair's strong i didnt like to see her upset it isnt normal for her" chuck told her taking another sip of his scotch.

"how do you know she isnt? you only met her last sunday" serena smiled

"i can tell"

"because you like her"

"no"

"yes"

"i dont serena, as a friend yes. but chuck bass does not date or crush on people" chuck told her matter of factly "now please finish you drink and leave. i have to get ready for the masquerade ball tonight" chuck told her and pointed to the door.

"fine" finishes her drink "but before i go i want to tell you, if you opened up to your feelings and told the so-called-person you had feelings for... maybe you'd be suprised if they did feel the same way" serena stared chuck in the eye "you wont admit your feelings because your afraid of being hurt, so you resort to womanizing. maybe if you try dating you'll be suprised" and with that serena turned around and walked to the door "i might know someone who has feelings for you" serena then walked out the door before chuck could say anything.

chuck was left confused at serena's last words. did she mean blair? that was impossible blair didnt want to sleep with him. but she had been avoiding him alot this week, he figured she was embarresed about the night of kiss on the lips. maybe she did like him. no he didnt want to date, he doesnt date. he didnt like her he didnt want to hurt her. she was his friend. maybe he just had to have her once and these so called 'feelings' would go away. one could only hope he would get rid of the fluttering feeling in his stomach that made him unable to sleep if he slept with her once.


blair was looking at herself in her bedroom mirror her cream and black mask was beautifully designed, she was wearing that plus the black dress she had bought that morning. serena was there getting ready with her they always did this when the were going out.
even serena was proud of her choice of dress, she thought it was short, sexy but classy and she loved it on her. it suited her body shape.
serena and blair were upstairs when they heard nate shout up the stairs. the boys had arrived early again.

"come on S, i didnt buy this outfit for no good reason" blair laughed.

"yes now put on you masked, it's time to go see the devil and knight themselves" they laughed and walked downstairs.

to be continued...
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hope you enjoyed this one. it will pick up where it left off next time. please review.

have a look at blair's outfit