Memories of Diane

by Deborah Elizabeth Bender



I checked my make-up in the rear-view mirror one last time. I liked to look my best for Diane because she deserved the best. I was hoping she would like the new outfit I had just bought: a knee-length pink skirt with matching jacket, covering a white shell. Underneath the skirt and white slip I was wearing the sexy white brassiere, panty, and garter ensemble Diane had given me to match the set that I am sure she was wearing right now. White stockings, pumps, and tasteful pearls finished off my outfit. A little more lipstick, and I looked as ladylike as could be. Diane's controlling husband did not mind that she had plenty of lady friends come and drop by for a visit; but then, who would ever suspect the real truth about Diane's most special "lady" friend.

I got out of the car and walked to the front door of her house. Pausing with one hand on the door knob, I took a deep breath, inhaling the perfume that we shared. Running my hand through the curly reddish hair that cascaded back over my shoulder blades, I felt a little dizzy. The butterflies in my stomach made we so weak-kneed. This was how I generally felt only after my visits with my secret lover; what we shared was becoming so powerful that now just the anticipation of being with her made feel this way.

Sucking in another deep breath, I opened the door and entered the house. I did not feel my feet touch the ground as I glided up the stairs to the back bedroom where Diane waited for me. Inside was the altar of our love-making: a big, beautiful brass bed covered with the special pale blue quilt that matched the blue of the walls. The blue of our eyes too, as Diane loved to tell me. As I entered the room, Diane stood with her back to me. She was pouring some wine into the glasses by the nightstand. Her page-boy blonde hair barely cascaded onto the shoulders of her white silk robe. The white stockings indicated that she was indeed wearing our matching ensemble. Her five-inch spiked heels looked so sexy. I would want her to wear them even if it were not to make up for her petite 5'2" stature.

She turned and smiled at me. "Debbie, I missed you", she whispered to me. I thought for sure I was going to faint from the desire welling up in me. I was unable to express just how much I more had missed her, "Oh, Diane," I stupidly whispered back. Still smiling, she picked up both wine glasses, offering one to me. We stood at an angle to one another, pressing together our hips. Adjacent arms were wrapped around each others hips and backs. Our free hands held the wine glasses. We sipped our wine, and I admired her beauty.

Setting my glass down, I began to caress her face and run my hand through her silky blonde hair. doing the same, Diane wrapped her hands around my butt, pulling me into her. Massaging her shoulder blade with one hand, I cupped her cheek in my other and guided her mouth to mine for a long, hungry french kiss. Drinking in our wine-flavored tongues, we pressed our bodies harder against one another.

Moving her hands up from my butt, Diane began to massage my shoulders and play with my hair. I grasped her lovely ass in my hands and pulled her even tighter against my trembling hips. I ran one of my hands down the smooth contours of her butt to the back of her thigh and guided her hips against mine. Moaning softly, Diane responded by rubbing her crotch against my skirt- encased thigh.

Circling behind me, Diane put her arms around me and began to rub her body against my backside. I felt her hands travel up the front of my body. After reaching my face, she began to rub my cheeks and trace the outline of my lips with her fingers. Holding her hands in mine, I began to softly lick the tips of her fingers. She gently pulled her hands away from my mouth and began toying with the strands of my hair. Diane's fingers continued to stroke my mane until she reached my shoulders whereupon she began firmly kneading the muscles, working her way down my arms to my hands.

After kneading my hands for a while, Diane reached in front of me and unbuttoned my jacket. Diane let her fingers roam over the silk shell covering my stomach. Grasping me tightly, she began massaging my stomach and my sides. Moving upwards, she focused for a few moments on the ribs below my breast. Diane then directed her massage downwards, not stopping until she had a handful of the skirt covering my thighs. She went through this cycle several times until I guided her hands to my breast. Flat-chested though I was, I felt my nipples harden as Diane squeezed and played with them through the fabric of my shell and brassiere. I reached behind myself to rub her hips and draw her as close to me as possible.

Sensing a trembling in my hips, Diane moved her attentions inward, sliding her hands up and down alongside the bulge in the front of my skirt. I felt the constraints of the skirt tighten against my cock as it hardened. My cock began to throb as Diane probed every detail of the bas-relief it raised against my skirt. Slowly, Diane began to pull up my skirt. She massaged my nylon- encased thighs, and then worked her way over to my silky panties. Just to tease me, she rubbed along the line where the panties met my thighs, yet not reaching for my cock.

Turning around in her arms, I cupped her cheeks in my hands and pulled her mouth to mine for another french kiss. With her hands still under my skirt rubbing the panty line, Diane looked up at with an impish smile, knowing how much I wanted her to play with my cock through the silk of the panties.

"Turnabout is fair play, lover", I whispered to her before sharing another kiss. I moved my hands down her cheeks and neck, resting them on her shoulders. Gently I guided Diane around so her back was to me. I kneaded the muscles of her shoulders and her back through the soft, silky robe. Working my way back up her neck, I began running my fingers through her straight silky hair. Diane responded by pressing her ass tightly against me. I bent my knees slightly to allow the bulge in my skirt to rub up and down in the silky channel of her butt.

Reaching in front I undid Diane's robe, exposing her firm stomach to my wandering hands. Her white skin was as smooth as silk as I worked my way up her stomach to clutch at the ribcage below the bra line. My firm grasp made her arch her back in delight, and a soft moan escaped her lips. I worked my way back down her stomach and molded my hands to the insides of her thighs, rubbing the flesh exposed by the gap between her panties and the tops of her stockings. Diane moved her hands behind her and again began pressing at the outline of my cock through the skirt.

After a few more minutes of this, Diane turned again to face me. Reaching under the lapels of my suit jacket she began again to massage my breasts. Meanwhile, I reached into her open robe and began tracing along the straps of her brassiere with my fingers. Diane reached up and guided my hands onto the fullness of her breasts. I felt her nipples harden through the silkiness of her brassiere as I held those beautiful mounds cupped in my hands. Diane's mouth moved to mine, her tongue searching my mouth in a silent confirmation of her appreciation.

Diane slipped the jacket off my shoulders, and we went and sat next to one another on the side of the bed. Our adjacent arms around one another, we shared more kisses while using our free hands to rub the other's hair and cheeks. We simultaneously moved our hands down to our breasts, then our stomachs. Diane slipped her hand under my skirt and began to massage my thigh while I continued to share her tongue.

I moved my hand onto Diane's soft, silky panty and began to massage her pubic hair and pussy lips through the fabric. At the same time, Diane wrapped her hand around my aching cock and massaged it in it's silken sheath. We both began to moan softly at the electric touch of our hands.

Unfolding the robe from her body, I guided Diane to the middle of the bed and laid her down flat. I draped myself on top of her, and I could feel the warmth of her body pressing against mine. Arms and legs intertwined around one another in a tight grip of passion, our tongues searched each other out. The mutual rubbing of our legs hiked my skirt up further and further until her moistening panty rubbed against my stocking-encased thigh; and my aching, cock-filled panty rubbed against hers. Diane rolled me over on to my back, riding even harder against my thigh.

Untangling our arms and legs we sat up spread eagle on the bed. Diane sat between my legs, facing me with her wide-spread legs hanging over my hips. I continued to kiss her while she rubbed my cock through the panty. I massaged her breasts through her brassiere. Moving a hand upward, I slid one of her bra straps off her shoulder, exposing the tip of the nipple. I gently guided my hand inside of Diane's brassiere, and began massaging the bare flesh of her beautiful breast. Finally, I brought my lips down to kiss her nipple. Lovingly I began to massage her whole breast with my tongue. As my reward, Diane slipped my cock from the panty, and she gripped it in her hand, rhythmically squeezing and stroking it.

Getting up from this position, we knelt facing each other each other. Diane grasped one of my buttocks in one hand and slowly began to masturbate my cock with the other. Likewise, I grasped her firm butt cheek in my hand and slid my other hand into her panty to rub her moist pussy. Just feeling the warmth oozing from her pussy made my cock even harder.

Diane let go of my cock and reached around to unbutton the back of my skirt. Grasping the skirt with her hands, she slowly dragged it down my hips, making sure to pull it tight around my cock and jerk my manhood around as the skirt passed down. After wrestling the skirt off of my legs, she undid the button on my shell, and pulled it up over my head. In doing so, she made sure her beautiful breasts were pressed into my face. I wrapped my arms around her to hold her in place as I explored every square inch of her creamy breasts with my tongue.

After thoroughly enjoying her breasts, I laid Diane back down on the bed. Getting to my hands and knees on an angle slightly perpendicular to her body, I lowered my head between her thighs and began to massage her luscious pussy with my tongue. As I was lapping up her flowing juices, Diane reached between my legs and began playing with my cock and my balls. Letting her hands roam farther, Diane began to rub the insides of my thighs, and soon after she was letting her fingers explore my asshole. I continued licking her luscious pussy almost to the point of orgasm, but I did not want her getting off just yet. I wanted the anticipation to build, as we far from finished with the sharing of our bodies.

Reaching up Diane took hold of me and peeled off my slip as she lay me down on my back. Now on her hands and knees, Diane began french kissing the insides of my thighs, and then the spot just below the scrotum. Working her way up she bathed my balls with her hungry tongue. Cradling it in her hand, Diane began to lick the bottom side of my penis, her tongue sliding up and down the shaft. Finally Diane enveloped her mouth over the head of my cock; and after a slight pause, she slowly began to slide my throbbing cock in and out of her sweet mouth. As I did with her, Diane stopped this heavenly oral massage on the verge of my straining cock wanting to cum.

Diane laid back down with her stocking-encased legs spread wide open. Her luscious pussy yearned for my hard cock, which was still dripping with her spittle. The time had arrived! I lowered my hips between her thighs. Diane gently massaged my cock while tenderly guiding it to its final destination inside the loving walls of her hot and steamy garden of love. I slowly slid my cock inside her, the searing heat of her pussy enveloped me with a wave of passion. Oh God! A pussy never felt so good! Sliding deeper, I was soon all the way inside of her! Just being inside her sugar walls made me want to cum; though that precious time still had not yet arrived!

Diane grasped at my garter belt while I slowly, but rhythmically thrust my ecstatic cock in and out of her, increasing the tempo with her cries of excitement. Again, I stopped before she came. Withdrawing my cock from her, I rolled Diane on to her side. Straddling her lower leg, I re- entered her in this sideways position. Diane's firm stockinged leg pressed against my chest; I ran my hands up and down, massaging her shapely leg while my cock lovingly massaged the inside of her steaming pussy.

After a long, hot ride in this way, Diane reached over and began rubbing my knee. "Let's do it doggy-style", she murmured. Never one to say "no" to anything in bed, I withdrew and helped Diane up to her knees. Our mouths slid together for a passing kiss, and then she was turned around on her hands and knees. I gently massaged her pussy lips and tongued her butt for a few moments, and then I was back inside her. I slid my hands under her garters and held tight to her sexy hips as her hot pussy continued to tantalize my cock.

At Diane's command I laid down on my back so that she could mount me on top. Building up the excitement, she drew out her descent down my aching cock for as long as possible. After she had taken in all of me, I began rubbing her breasts through her brassiere. I allowed my hands to wander downwards, massaging her thighs and loving ass. I followed the Y of Diane's thighs to her moist clitoris, and my gentle ministrations enhanced her excitement as she continued to ride me closer to her climax.

The tempo quickened just a little bit, and Diane's breaths became a little shorter. I felt her breasts heaving in the beautiful white prison of her brassiere. "Oh God", she cried out, quickening the pace yet a little more. Her pussy was sooooo hot with excitement I could feel her juices begin to flow down off my cock and tickle my thighs.

When Diane's breath started coming in sharp, jerky gasps I clutched at the sensitive spot on the ribcage just below the breasts. She shuddered in my hands at this, and started riding me even quicker. I tried thrusting up into her, but had a difficult time trying to keep up with her frenzied pace. Sharp moans started escaping her lips. Diane squeezed my arms for support, squeezing harder and harder. "Oh my god!" she cried out, her moans becoming uncontrollable sobs of passion! "Oh my god! Yes! Yes! I'm doing it! Debbie, I'm cummmmming!!"

Her body quaked in its uncontrollable orgasmic ecstasy. Over and over again she gasped out "Oh my god! I'm cumming!!!" Her beautiful blue eyes were shut tight as she clutched at my arms, the sweat dripping from her shivering body. Diane's frenzied rocking slowed as her beautiful orgasm faded away. She moved herself forward and pressed her body atop of mine. I held Diane in my arms, stroking her hair and massaging her back, bathing in the afterglow of her pleasure. After a while, Diane took my face in her hands and gave me long, wet french kiss. The touch of her tongue probing my mouth made me shudder. I knew it was my turn coming up, and my heart beat faster with eager anticipation.

Diane's orgasm was so beautiful and so filled with pleasure! Men foolishly think they are responsible for a woman's orgasm, but at best we are only along for the ride; the orgasm of woman is the woman's alone; hers to make and hers to feel. The woman's orgasm is a beautiful thing, and hence it can only be produced by a beautiful thing, and that is her body. Diane's body was filled with that orgasmic pleasure, and now she was going to share that with me!

My cock was still very hard and wet from being inside Diane. She cradled it in her hand and began to lick up and down the shaft, lapping up her own juices as if to return them from where they came. When she took me inside her mouth, I felt as if she had just taken my entire being into her. Those moist lips had just become the portal to the highest pleasures in the world!

I felt surrounded by an ecstatic glow as her head went up and down on my trembling cock, bathing it with her saliva. Grasping the base of the shaft between her thumb and finger, Diane slowly begin to masturbate me as she took me in her mouth. I could feel the pressure begin to build in me, mounting like an irresistible wall of force. But Diane felt it build too, and she slowed herself down, making the pressure build even more.

I ran my hand through her beautiful hair, gasping for breath, waiting for the dam to break. Diane pulled firmly down on the base of my shaft while pulling herself up so that only the head of my cock remained in her mouth. I felt the pressure begin to build insurmountably, but my semen could not escape Diane's loving clutch. Finally, a tiny drop escaped the tip of my cock. Diane's hunger for my pleasure consumed her as she took all of me in her mouth once more, furiously bobbing her head up and down. Still griping my cock firmly at the base, she began masturbating me again, and the cum just exploded out of my cock. I was so excited I began thrusting myself into her mouth, but Diane's hands still regulated my orgasm.

I moaned uncontrollably as the waves of Diane's pleasuring washed all over me. Diane's enraptured sighs at the taste of my cum were like a symphony to me. I gasped for breath as she effortlessly swallowed my cum. I shuddered, and sank into the bed as Diane milked the last few drops from me.

As I laid there recovering, Diane laid down next me. We held each other in our arms, wondering what fantasies we could share next.

The End
© 1996 Deborah Elizabeth Bender