My Senior Prom was almost a bust. Three days before, my girlfriend had called to say that she was very sick and probably wouldn't be able to go.

"Shit," I thought, "Only three days to find someone else good enough to go with?" Fortunately, my school posted a list of all the students going to prom--including whether or not they were going stag.

I ran my finger down the "date" column, stopping at the blank spaces to check out their names. "Karen Stiller. No wonder she's going alone." At almost 350 lbs, Karen was grotesquely overweight for 5-foot-five and she flopped around the dance floor like a blue whale doing the worm. "Darcy Conly." A decent looking woman: Big breasts, long legs, slim waste. "No," I reminded myself, "She smells like someone needs to introduce her to deodorant." After falling upon several more women of this nature, my finger finally stopped on a name that made me double-take.

Sarah Kim. She was my girlfriend from the beginning of Freshman till the end of Sophomore year. Being half asian, she was one of the smaller girls in our class (about 5-foot-three), but she had 34D breasts and great legs that came from dancing almost all her life. When you look at her, though, your eyes aren't drawn to her breasts, nor to the perfect curve of her waste, nor even to that plump ass that fills up nicely in your hands. No, you immediately become lost in her deep, brown eyes. If she's out in the noon sun, the light dances off her natural brown-blonde hair, and you can think of nothing more than running your fingers through it.

"Why did I break up with her?" I couldn't remember. At 5-foot-nine, I wasn't exactly the tallest in my class either; actually, I was the perfect height to date her. My arms were just the right length to cup and squeeze her butt cheeks when we danced or hugged, and she was just short enough that she had to stand on her tip-toes to kiss me, which for some reason drove me wild. We were both pretty active people: basketball, hiking, swimming, so it wasn't like we had nothing in common. She loved to run her fingers across my biceps and defined abs, and when we were in bed together, our bodies moved like they were made for one another.

Whatever the reason for our falling apart, we'd managed to retain a pretty friendly relationship. She even still called me, from time to time, and we talked for hours. Mind made up, I flipped open my Nokia and punched in her digits. The phone rang once--no answer. Twice--again I waited. Three, four, five: "Hey there, you've reached Sarah's phone. I'm not here right now, so if you'd leave your name and number ... you can guess the rest ... Oh, and if this is David, stop fucking around, kay? I'm not going to call you back." I chuckled. Yet another great part of Sarah was her ability to go from sweet to commanding at a moment's notice.

"Hey, Kimmi, this is Matt. My girlfriend is sick so she can't make it to prom. And, well, I think it's a crime that you're going stag, so maybe we should make a night of it. Call me back soon, ok? Bye."

That night, in the shower, I fantasized about the first time I'd ever had sex. Sarah and I were in her room. We had just gotten back from a huge game of touch football with some guys we knew from school, and we were so tired and sweaty that we just laid down on her bed in silence. Downstairs, her father was in his office watching some game show that he was overly passionate about.

"I think you need to massage my back." She said, after about 15 minutes.

"What? Why?" I hated giving people massages; a fact that Sarah knew but always chose to ignore.

"Because I'm sore from the game."

"Sore? We were playing two-hand touch!"

"Yeah, well someone should teach you how that rule works, Mr. two-hand shove! You kept slamming your palms into my back!"

I didn't move.

"Please?" She asked, moving on top of me and staring me down with those deep brown eyes."

"No. I'm tired."

"Please?" She tried again, this time leaning in, brushing my lips softly with hers. "Your girlfriend's back is so--" before she could finish, my arms were around her back, pulling her down for a much harder, more passionate kiss. She bit my lip lightly while running her hands under my shirt, rubbing her fingers against each of my six abs, in turn.

"Mmm, you sure know how to ask a guy for a favor," I smiled, our lips breaking away from one another.

"So you'll massage my back?"

"No."

She sat up, unknowingly pushing my aroused penis between her ass cheeks. "Matthew fucking Jones, get off your god damned butt and massage me!"

"Fine, Kimmi" I gave in, nervously pushing her off me before she could notice what she was sitting on.

I moved to the foot of the bed while Sarah laid on her stomach, her head resting on a pillow. When she looked ready, I straddled her legs and began working my hands up and down her spine.

"Nope," She said, as soon as I had started.

"What?"

"This isn't working. I'm going to take off my shirt." The temperature of the room suddenly rose twenty-degrees. My head felt light. I was 15 at the time, and I KNEW how hot my girlfriend was. When we were at the movies together, I would always make excuses to get up, pretending to need to pee or get popcorn, when really I wanted to sneak a peek down her shirt. I never saw much--she covered up pretty well for a woman so endowed.

"Don't freak out, ok?" She said, sensing my excitement. "I'm wearing a bra." I didn't care. As she moved the Jets jersey up and over her head, it was still the most intimate glimpse I'd ever had of her body.

I resumed massaging her, using my thumbs to release huge knots that had formed around her upper back. She'd cringe every once in awhile, usually as I gave that last little push to relieve a troubled area, but the longer I worked, the more she relaxed. Finally, I came back to her spine.

"Kimmi?"

"Uh-huh," she sighed, sounding as if she was about to fall asleep.

"I can't really do a good job on your spine because your bra strap is in the way. Do you mind if I unhinge it?"

"Whatever." I couldn't tell if she was actually listening, and I didn't care. I was taking off a woman's bra!

I looked down at the lacy black challenge. "How do I do this?" I wondered to myself. "Hey Kimmi?" I asked, trying not to let her notice how clumsily I was fumbling with her underwear.

"Yep."

"Why don't you wear sports bras when we play football?"

"Because you guys are such pussies that it doesn't take athletic effort to beat you. Get back to my spine."

The clasp finally snapped. I'd broken it completely, but at least it was off. I didn't know if she'd heard it break, but I doubted she'd care if she knew. I pressed lightly into her back. Unlike with the knots, my movements now were slower, more sensual. I worked from her tail bone to her neck, and back down, repeating the motion again and again before stopping. I placed both hands at the center of her back, moving them sideways this time, seeing how close to her breasts I could massage before she noticed. When she said nothing, I moved to her sides, rubbing from her hips, up to the sides of her breasts again, where I made circles with my finger tips.

Now she rolled over, gazing into my eyes with a look that I'd never seen--so soft, and yet yearning for something. My blood thickened, pounding through the veins in my chest and seemingly exploding my heart. This was my chance to get a full-fledged look at her tits. I could ogle them freely, with no shirt or bra to obtrude my vision. But I didn't. Like I said, when she looks at you all you can do is look back.

I can't remember how, but suddenly my shirt was off too and she was on top of me, her dime nipples grinding into my chest as our tongues intertwined and our bodies slid, up and down, over each other. I rolled her over--as much as she wanted it, she was not going to get power over me. I trailed my tongue onto her bottom lip, down her neck, and across her right breast. She twirled her right index finger in my hair as I teased around, but not over, her sensitive areola.

"Suck my nipple," she commanded me, now using both hands to tantalize my scalp.

"I know you want it. That's why I'm not doing it," I said, snaking my left hand up and tickling beneath her left breast with my fingers.

"Suck my nipple!" This time, she moved her legs to my back, squeezing herself into me.

"You're not going to get it," I said, my left thumb and index finger tracing a line just outside her left areola, bumping onto the tender brown flesh occasionally.

"Suck it, damnit!" She yelled, granulating her pussy into my abdomen through her shorts. This stimulation drove me over the edge--as I opened my mouth to her pleading nipple, I blew a load into my boxer shorts. My mind wandered into the realm of ecstasy. I sucked Sarah's breast as hard as I could--like a baby ravenous for its mother's milk. She, in turn, raked into my head, grabbing clutchfulls of my hair and urging me on.

"Go harder! Pinch the left one! Come on, baby, see how much of that D-cup you can get into your mouth!" Her orders finally got so loud that I had to stop.

"Kimmi, your door isn't even closed! What if your father hears us?"

"Fuck him."

"No," I flashed a mischievous smile, "I'm going to fuck you."

She mirrored the smile back at me. "Are you really?"

"Like you've never been fucked before."

"Well, that wont be hard to do, since I haven't."

I rose. "Then lets let this first time be together. Somewhere that your father wont hear us."

In my mind, I saw myself leading her to the bathroom. The door was closing. The water was running.

As the images of my first encounter ran through my mind, they were interrupted by my Nokia. I sighed. That was all in the past. Back to the future. Leaning the upper half of my body outside the shower, I grabbed my phone from the top of the toilet and flipped it open. "Hello?" I answered, jerking off to what I could hold on to of my fantasy.

"Are you in the shower?" The voice from my daydream answered back.

"Well, you called me, Kimmi. Callers can't be choosers, as far as location goes.

"True enough. At least you aren't taking a shit this time." We shared a light giggle, both recalling, a bit too clearly, the day I answered the phone with diarrhea.

"So what's up?"

"I was about to ask you the same thing. What happened to Sharrel? I hope she's not dying."

"Oh, don't overdramatize it. She just can't go to the prom. So what do you think? Want to upgrade your prom experience with the Matt Meister?"

"God you sound retarded."

"Whatever. Just give me an answer!"

"Well ... Did Sharrel say it was cool?"

"Yeah, I made sure." Only a half lie. Sharrel DID tell me I could ask a friend to go in her place, but no way in HELL would she have let me go with Sarah.

"Cool, then. Sounds great. But don't get a fucking limo. Drive me in your car."

"Why, do you still have a fetish for black Mustang GT's?"

"Oh, you know it. Nah, I'm having an after party up at my house, but since the driveway is so tricky no limos will come all the way up. And I'll be damned if I'm WALKING to the house in stilettos."

"All right. No limo, check."

"Cool. See you then."

"Bye," I said, snapping the phone shut and exploding semen down the drain in unison.

My prom was going to rock.

... Or so I thought. The day before prom, Sharrel called me to say that she was feeling better and could go after all.

"You haven't already asked someone else, have you?" She asked. "Because I really wouldn't want to ruin someone else's prom, if you've already asked them."

"No," I lied, "I didn't have time to ask someone else to the prom. I've been pretty busy with schoolwork." If I told her I HAD asked someone, she'd want to know who, and I would be dead.

"Great. See you tomorrow!"

"Yes, you will!" I closed the phone, avoiding the "I love you" part of the conversation.

Naturally, Sarah was pissed when I called her back to cancel. She never said it point blank, Sarah's too nice for that, but I could hear it in her voice as we talked.

"Do you still want a ride there?" I asked, trying to salvage what of her feelings I could.

"No. That's kay. I don't think that would be a good idea. Listen, I have to go."

"Ok, I'll see you there."

Silence on the line. She hung up without saying another word.

Prom itself was ok. The music was slightly lackluster, and the school hired a catering company that was obviously not top-dollar. But, being High School Seniors, we managed to swallow all of the food without complaint and fool our way through the music. While Sharrel and I danced, I couldn't help but notice how my hands didn't naturally fall onto her ass, and when she kissed me she had little more to do than lift her head. The truly unsettling part of the night, though, was that I could feel Sarah's eyes constantly on me. I knew she was pissed that I had ditched her, but I never thought she'd be that mad. Worse yet, whenever I met her accidentally, she talked sweetly and laughed, as if nothing was wrong. Guilt plagued my mind, to the point where I could not enjoy myself.

Twenty minutes until the end of the night, Sharrel was feeling sick again, and needed to go home.

"Would you like me to drive you?"

"No, that's ok. I heard through the grapevine that some of your friends are going to an after party. I've already called my mom, so she'll pick me up."

"Well, I'm going to wait outside with you, then."

15 minutes later, Sharrel's mom took her away.

"I'm sorry we didn't get to do the last dance," Sharrel said, buckling her seatbelt. "But I think the motion would make me hurl."

"It's ok. Just don't die on me." I smiled, and waved as the car pulled away.

Inside, the DJ slowed down the music. "This last one ... is for all you lovers out there. So make it last."

I headed for my table, but Sarah intercepted me.

"Where do you think you're going?"

"Sharrel left, so I guess I'm going to sit this one out. Or leave. I haven't decided which."

"No, you're not."

"I'm not?"

"You ditched me. The least you can do is offer me this last dance."

"Fine," I sighed, trying my damnedest not to show her how much I wanted this.

"Then come on!" She grabbed my hand, hauling me to the dance floor with surprising strength. My natural tendency was to hold her against my body with my hands on her ass, but decorum commanded I show proper respect for my girlfriend. As we swayed to Goo Goo Doll's Iris, an overwhelming surge of unease took me--not so much because I was dancing with Sarah; more the way we were dancing. A barrier stood between us, forbidding our bodies from touching.

"What's the matter?" Sarah whispered in my ear, shattering the invisible wall by pressing against me. "You usually dance much better than this. Maybe you need to readjust your hands?" She hissed the last "s" into my ear, rippling excitement through my brain, into every nerve of my body.

"I don't want to incite any rumors. You know, if someone sees us."

"Who would see?" She looked square into my eyes, forcing my attention. "There's no one around but you and me." She paused for a moment, just long enough to decide that I really wasn't going to move on my own, before guiding my arms down the sides of her dress, resting them on her sumptuous butt. "Doesn't that feel more natural?"

I said nothing; any attempt I could have made at speaking would only serve to ruin this perfect moment. Her eyes closed, head resting on my chest for what felt like an hour, but could truly only have been a few seconds. The music ended. Our classmates cheered, eyes not on Sarah and I, as I had feared, but on the DJ.

"Matt?" Sarah's voice sounded weak, like she'd just woken up from a long, peaceful nap.

"Mmhmm?"

"Would you take me home? You are still going to the party at my house, right?"

"Sure." I knew I should move away from her before we caught someone's attention, but my body refused to act. "Grab your stuff and meet me back at my table."