The Grandfather is the 19th episode of the second season and the 37th overall.
Springtime on the Upper East Side, where the winter chill is supposed to be so last season. But when mittens and scarves are still all the rage, the best thing you can do is just button up and hope for warmer days.
Devastated by the recent plot twist in her life, Blair turns her back on her prestigious way of life in favor of a more wild and unpredictable lifestyle, causing Serena and Chuck to have serious concerns about their friend. Vanessa convinces Nate that it may be time to forgive and forget when it comes to his mother's family, who abandoned Nate after his father's scandal. In a misguided effort to be completely honest with each other, Lily and Rufus agree to share lists of their past lovers.
Dan and Vanessa walk together over to Nate's, where the three of them have plans to watch some basketball together. When they arrive, they find Nate talking with a man he introduces as his cousin, Tripp van der Bilt. Tripp explains that he's there to convince Nate to come to the VDB family reunion, although Nate shows no interest in going. Tripp also shares that he is engaged to his longtime girlfriend, Maureen, and Nate is happy for him. Tripp finally accepts Nate's declination to the invite and leaves. Nate then explains to Dan and Vanessa that he's not ready to forgive the VDB's for shutting him and Anne out when Howard was arrested. At the VDW's, Chuck brings Serena her missing phone back, saying he was checking to see if Blair changed her number. Serena tells him to take the hint if Blair isn't calling back but Chuck says that he went to see her recently and she stayed out all night. Serena reveals that she got rejected by Yale, and suggests that they give Blair some time to recuperate. He leaves the room and Serena calls Blair to leave a message. Out in the main room, Lily meets with her art consultant, Bex, who is helping her choose some new art for the apartment. While they talk, Lily takes a call from Rufus. When they hang up, Bex thanks her for not making it awkward that she knows she and Rufus used to date. Lily is obviously confused, as she didn't know, but plays it off and moves on with the meeting.
Back at the Archibald's, Dan and Vanessa tell Nate that they really think he should go to the family reunion. Vanessa reminds Nate of the fun times he had with his cousins growing up and how much he loved his grandfather, then says that he shouldn't act like he doesn't care. At the gallery, Lily goes to see Rufus to confront him about dating Bex. He admits that they went on a few dates but she was never his girlfriend. He remarks that he never asked her to make a list of people she's dated and she blurts out that she would be happy to do so. She suggests they each make a list of people they dated and they can share that night at dinner. Meanwhile, Nate, Dan, and Vanessa arrive at Nate's grandfather, William van der Bilt's, house. However, William arrives in a helicopter and Tripp lets it slip that William isn't aware that he's coming. William gets off the plane and spots Nate right away. He approaches and tells Nate that he is delighted he came before giving him a hug and escorting the family into the house. At the Waldorf's, Chuck goes to see Blair only to find her with Carter. Chuck tells him to tell her about the Elle thing, but Carter simply says he led her to cash which she took without giving Chuck a second thought. Blair adds that Carter is no worse than Chuck, but he yells thats he's trying to help her. She says that he wasn't much help when her life was going up in flames so she would rather take Carter's help. Chuck then leaves. Meanwhile, William gives Dan and Vanessa a tour of his mansion while explaining the van der Bilt history to them. He then asks Nate what his plans are for after high school, and Nate admits that he's waiting to hear back from colleges but applications were due at the time things were going down with his father. William replies that he handled that situation admirably and he is very proud of him for how he got Howard to step up and for how he helped Anne. As William is reminding him that he's a part of their family legacy too, Tripp comes in and invites them all to play some touch football.
In Manhattan, Blair and Serena go shopping. Blair says that she's over being the overachiever Blair Waldorf and that Carter is helping her become someone more daring. To prove her point, she steals a pair of sunglasses and threatens Serena to call security. Once she leaves, Serena calls Chuck to get his take on the Carter situation. Chuck says that his PI hasn't been able to find any dirt on Carter yet and Serena tells him to call Carter and arrange a meeting. At the VDW's, Serena arrives home and finds Lily making her list. Embarrassed, Lily explains how she and Rufus got into the whole list situation and Serena is shocked to see every person her mother has dated. She suggests that Lily sneak a peek at Rufus' list before she reveals her own to make sure their numbers are on par. At the VDB's, Dan and Nate enter into the game of touch football with Tripp and other family members. While they play, Vanessa watches from a balcony and is approached by Tripp's fiancee, Maureen. She introduces herself and mentions that Vanessa, being an activist, would make a great partner for Nate, should he go into politics like the rest of the family. Vanessa replies that Nate isn't interested in politics and Maureen smiles and says that Tripp was the same way until William influenced him. She welcomes Vanessa to the next thirty years as a politician's wife. At the VDW's, Carter arrives to see Chuck. They have a quick drink and Carter makes a snide remark on how he had sex with Blair. He asks Chuck if he can take his bottle of liquor, since he left Blair at a party alone that she shouldn't be by herself. Serena emerges and says he won't be going to the party. She reminds him of their trip to Santorini, Greece, and threatens to reveal their exploits of the trip to the Greek police; who questioned her. Realizing she's serious, Carter agrees to leave Blair alone but tells them that his disappearance isn't going to magically bring the old Blair back. Elsewhere, Blair arrives at a townhouse and rings the doorbell. Back at the VDW's, Rufus brings out his list, which Lily looks over. She notices that it's very short, so she only shows him one of her several pieces of paper. He looks it over and admits he was relieved.
At the loft, Dan and Vanessa arrive home after their day at the VDB's. Jenny notices Dan limping and he explains that he got injured playing touch football. Vanessa admits that after talking to Maureen, she's worried that Nate will become a political clone of his cousin. Dan and Jenny both encourage her to talk to him about her concerns so she can be reassured that he is his own person. At the Waldorf's, Chuck and Serena go looking for Blair but are told by Dorota that she was given specific instructions not to reveal where she is. Serena pleads with her to help, saying that she has to see how Blair has changed. At the gallery, Nate promises Vanessa that he won't let himself be influenced by William and that nothing is going to change. While they talk, Nate gets a call from Tripp; who invites him to go get a drink with him and William. Nate declines, saying he's on a date, but Vanessa encourages him to go. She says they'll have plenty of time together on their backpacking trip through Europe that summer and he decides to go. Meanwhile, Chuck and Serena track down Blair at the house she went to. They ring the bell and it's answered by a young girl dressed in a nightgown. When they enter, they find Blair begging the dean of Sarah Lawrence College to be accepted. However, he refuses to, as the school cannot accept someone who hazed a teacher. Blair runs out, and Serena and Chuck follow; saying they're glad the old Blair still exists. She says she's giving up and not to follow her.
The next day, Chuck and Serena go to the VDB family reunion cocktail party to find Blair. They find her intoxicated, and ready to ruin her reputation. She acts rude to every person who tries to talk to her and informs Serena about Dan having sex with Rachel during the school play (The Age of Dissonance). Chuck tells Serena she can go find Dan and that he'll keep an eye on Blair. Meanwhile, Nate, Dan, and Vanessa arrive at the party. Nate finds William and thanks him for the blazer he sent with their family crest stitched onto the front. At the VDW's, Rufus is ordering take-out for him and Lily. He goes looking in her purse for cash to tip the delivery guy and finds the remnants of her list that she didn't show. Back at the VDB's, Tripp lets it slip to Vanessa that Nate was offered an internship at the mayor's office for the summer. Confused, Vanessa says that they're traveling that summer and Tripp doesn't say anything else. She finds Nate and he realizes someone told her about the internship. She asks if he told William that he already has plans for the summer and he says that he hasn't made any decisions yet. They argue, and Nate tells her that William believes in him before walking away. Elsewhere, Blair makes another scene with a group of women and Chuck comes over to escort her away. He takes her into another room and tells her destroying the old her won't make her happy. She scoffs and kisses him, reminding him of the night at Victrola (Victor Victrola) when she was carefree and easy. He stops her and says she isn't the Blair he wants. She replies that she never will be again and walks away. She goes to a dark room in the house, and Nate walks in on her. He reminds her of who she is and encourages her not to fight against who she is. Blair is touched by the talk, and as he's going back inside, she reminds him that he gave her his jacket to keep warm.
Back inside the party, Serena slaps Dan for sleeping with Rachel. However, he takes it nicely and apologizes for what he did. They go off together to get him some ice. At the VDW's, Rufus confronts Lily about the list. They argue, until Lily makes a comment on how his list was so short. Offended, he leaves the apartment. Back at the VDB's, Vanessa apologizes to Nate and says she believes in him too, but a different him than William does. William then makes a speech, where he announces Nate's internship to everyone there. Nate whispers that he's sorry and goes up to where William is standing. He tells everyone that he is proud to be accepting the internship and William is pleased with his decision. Back at the VDW's, Chuck confesses to Serena that he's losing Blair. Serena encourages him to fight for her and to make her feel safe in her life, since she doesn't at the moment. At the loft, Vanessa tells Dan and Jenny about her fight with Nate. She asks what she should do and they suggest that they give him some space to figure everything out. Back at the VDW's, Rufus comes back and brings Lily the only list he needs about her: things she likes and dislikes. She is happy with this and they make up. At the Waldorf's, Chuck arrives to see Blair but is told by Dorota that she is in bed. He asks her to tell her that he came by and Dorota agrees to pass the message along. Upstairs, Blair thanks Nate for making sure she got home okay. He says it was no problem and goes to leave. However, Blair grabs his hand and asks him to stay. Downstairs, Chuck sees Nate's jacket, which is indistinguishable due to the family crest, and realizes he is up there with Blair.
- Blake Lively as Serena van der Woodsen
- Leighton Meester as Blair Waldorf
- Penn Badgley as Dan Humphrey
- Chace Crawford as Nate Archibald
- Ed Westwick as Chuck Bass
- Jessica Szohr as Vanessa Abrams
- Taylor Momsen as Jenny Humphrey
- Kelly Rutherford as Lily van der Woodsen
- Matthew Settle as Rufus Humphrey
- Sebastian Stan as Carter Baizen
- Zuzanna Szadkowski as Dorota Kishlovsky
- Aaron Tveit as Tripp van der Bilt
- Holley Fain as Maureen van der Bilt
- James Naughton as William van der Bilt
- Jill Flint as Bex
- Kids by MGMT
- I Can Make You Feel It by Home Video
- Band-aid for a Fracture by One Silver Astronaut
- Slip Away by The Shore
- Be Alright by Vienne
Serena (on Blair): She got rejected by Yale.
Chuck: The only thing she wanted more than me. That would be painful.
Serena: Chuck, she's embarrassed, so we just need to give her some time to lick her wounds.
Chuck: Maybe I could lick them for her.
Chuck (on Carter): What are you doing with this insect?
Blair: Having the time of my life, thank you very much.
William (on the van der Bilt beginning's): We started with almost nothing.
Dan *quietly*: Finally something I can relate to.
William (referring to their wealth): And now, all this.
Dan: Or not.
Blair: Do you know how exhausting it's been being Blair Waldorf for the past eighteen years? All the work? The planning?
Serena: You mean the plotting?
Blair: Yes! Exactly. I'm glad it all blew up in my face. It was a wake-up call. I was such an overachiever I was headed for a quarter life crisis at 18.
Serena: Oh, B, you've had a couple of setbacks but there must still be a way to get into a great college and if anyone can do it, it's you.
Blair: No. I've learned the hard way, I can't control everything. Plan everything. Now with Carter's help I'm trying something different. In fact, if I'm somewhere and I can say "Blair Waldorf would never do that", guess what? I'll do it.
Lily (on showing Rufus her list): Do you think he'll judge?
Serena: I think you should sneak a peek at his little black book before you drop the Yellow Pages on him!
Carter (to Serena and Chuck): What is this: good cop, Bass cop?
Dorota: It is Old Miss Blair and now New Miss Blair like Old Miss Serena now New Miss Serena. Very hard to keep track.
Vanessa (on her purse at the VDB reunion): Security check? I can't fit my lipstick in here, what could I possibly be trying to sneak in?
Dan: I don't know. A liberal agenda? Universal healthcare? Tax reform? Increase in the estate tax?
Chuck: You about done?
Chuck: What are you doing? Trying to destroy the old you? Burn every bridge? It won't work. Trust me, I've tried.
Blair: Maybe I should head up to the roof, make it a little more dramatic.
Chuck: This isn't you.
Blair: How do you know?
Chuck: Because I know you better than I know myself.
Blair: Oh, that's right. You can see right through me, can't you, Chuck? Right to my core. Do you remember the first time you saw the real me? The Blair that danced for you that night at Victrola? The Blair with none of the hang ups, none of the frustrations... that's the Blair right here. Take me now.
Blair: To prove that nothing matters.
Chuck: No.This isn't you. It's not the Blair I want.
Blair: That's right. And I never will be again. Goodbye, Chuck.
Blair: How did everything get so screwed up? This isn't how it's supposed to be. I don't know who I am anymore. What I'm supposed to do. I feel so...
Nate: Lost. Do you remember when you used to make us watch all your favorite movies over and over again, like Tiffany's and Holiday? It used to drive me nuts.
Blair: Is this a pep talk?
Nate: Well, I finally asked you. Why do you like watching movies you've already seen. And... do you remember what you said?
Blair: I like knowing how things are gonna turn out.
Nate: Exactly. Well, growing up, I never knew who I was supposed to be. So I'd spend all my time apologizing for the privilege and the wealth and the opportunities i felt other people deserved more than I did. And you know what I'm finally learning? You can't fight against who you are. And you, are Blair Waldorf.
Blair: What happened to the Nate Archibald who just wanted to get high and play Halo?
Nate *laughs*: I don't know.
Chuck (on Blair): I'm losing her.
Serena: Well then fight for her. She did for you.
- The episode title is based off the movie The Godfather.
- This is the first appearance of William, Tripp, and Maureen van der Bilt.