Hello, So I'm back again with some more lockner. This takes place in episode 2 of season 2, Will was named the 16th most eligible bachelor and I think Diane would want to celebrate that! Anyway it's just smut really so enjoy and review!

Disclaimer: Not mine, Not Beta'd.

-0-0-0-

"Diane?" Will smiled in confusion, frowning curiously at the woman leaning against his front door. "What are you doing here?" Diane grinned pushing herself off the door with a seductive smile. Holding up her left hand she dangled a bottle of champagne between them.

"I came to celebrate," She all but purred and Will gave her a look laced with lust.

"Celebrate what?" He questioned lowly. Diane dragged her eyes from his feet to his eyes, slowly taking him in with a sexy little smirk.

"Chicago's 16th Most Eligible bachelor, of course!" She flirted, biting her bottle lip. Will threw his head back with an exaggerated sigh, his frown creeping back onto his expression.

"Not you too," He shook his head unbelievingly. Diane merely raised her eyebrow with a naughty grin and a casual shrug.

"You gonna invite me in?" She queried.

"You gonna mock me?" He fired back with a knowing look. Diane threw her head back in a loud, rich laugh, her blue eyes twinkling. Finally after a few moments, her laughter died down and she swayed closer to him, resting one hand on his shoulder as her hot breath brushed across his lips. Will stood frozen, his green eyes staring into her blue; waiting for her to make the first move.

Diane leant forward, pressing a quick kiss to his lips before nipping along his jaw and toward his ear. Placing one last kiss to the skin of his throat, her tongue moved to trace the shell of his ear; extracting a groan from her partner.

"Of course, I'm going to mock you," She began huskily and Will's eyes rolled back into his head, his free hand coming to rest on her waist. "But I assure you, I'll make it up to you." Her voice dropped low as she finished her comment and took his ear lobe between her teeth tugging softly.

"Jesus," Will moaned, his hand on her waist pushing her back into his front door. Diane lifted her head, her big, innocent eyes staring right at him. Will matched her lust-filled look and inclined his head forward to capture her lips.

Unlike their first kiss, his lips were anything but chaste; pushing passed her own lips quickly to slip his tongue into her mouth. Diane moaned as their tongues tangled together, fighting for dominance. Her hand not holding the bottle, snuck up to curl around his jaw as she pulled him more forcefully into her body. Finally after a long moment, she pulled back gasping for breath as her clouded eyes met his.

"Let's go inside," He said, his eyes glued to her teeth that bit into her bottom lip. Diane nodded with a grin and stepped aside, allowing him to unlock the door and let them into his apartment.

The door clicked shut as Will dropped his briefcase to the floor and turned to face her.

"Lounge?" He offered holding out his hand with an inviting look and Diane merely nodded, slipping her small hand into his and allowing him to lead her into the sitting room.

"What about glasses?" She asked softly; looking up at him as she settled herself on to his couch. Will merely shrugged, removing his jacket and chucking it onto an armchair before moving to sit beside her. Diane kicked off her heels, letting them fall to the floor with a thud as she curled her legs beneath her body and handed the champagne to Will. Will's fingers brushed against hers as he grasped the bottle and Diane felt a shiver run through her body. The air between them was electric with sexual tension.

Will popped open the bottle, spilling a bit of the liquid onto his floor before handing the alcohol to his partner and watching intently as she took a sip. Diane handed the bottle back and snuggled closer to him on the sofa.

"So," She began, looking up at him as he took a long swing of the bubbly liquid. "Only number 16?" She asked with a smirk.

Will rolled his eyes, shaking his head as he gave to bottle back to his partner.

"Do we really have to talk about this?" He whined, with a pained look.

"You stripped down to your swimsuit for the whole of Chicago; we definitely have to talk about it!" She laughed, her eyes sparkling with amusement.

"It wasn't my idea!" He defended, taking another swig of the champagne and Diane pressed her lips together to stop a giggle at his petulance.

"And boxers over briefs?" She mocked slyly, running her hand dangerously along his thigh, her yes big and seductive as they stared up at him from beneath long lashes.

"You of all people know that isn't true!" He replied smugly, watching intently as she gulped down another sip of the fizzy drink, the muscles in her throat contracting and distracting him for a second.

"Hmm," Diane commented with a pensive look. "I don't know if I do." Her dainty fingers drifted higher on his thigh and his eyebrows shot up as she cupped him through his pants. "Maybe I should take a look to confirm?" She said saucily and Will let out a low chuckle.

"Maybe you should," He replied, leaning forward to close the gap between them and kiss her deeply. The passion from before was reignited as her tongue slid into his mouth to dance with his. Her hand slowly massaged him, feeling him harden beneath her touch. Her free hand shot to his chest, curling around his tie and using it to urge him closer to her.

Will groaned his free hand curving into her hair as he continued to kiss her breathless. Allowing her to pull him forward by his tie he was suddenly surprised as Diane pulled back with a shriek. Glancing down at her lap, he understood the reason for her sudden departure. As he'd leant toward her, the champagne had tipped and spilled into her lap, wetting her skirt quite thoroughly.

Will's eyes widened as he prepared for an earful, he knew how much women loved their clothes; and this woman in particular was nothing short of a clotheshorse.

"Huh," Diane said cocking her head to the side and meeting his eyes curiously. "When I imagined you getting me wet tonight, this isn't quite what I had in mind." She smirked dangerously and Will felt himself harden even further at her insinuation.

Placing the bottle on the table beside them, Will tugged at his tie, pulling it off before holding out a hand to a frowning Diane.

"What kind of eligible bachelor would I be, if I didn't offer to help you rinse off?" He commented with a sly smile and Diane let out a small laugh. Her slim fingers slipped into his hand and she let him pull her to her feet, her body crashing into his with the force. Will's arm curled around her waist, holding her tightly against him. Diane gulped as she felt him through his slacks, her arousal growing as she sucked in a breath. "Follow me, Miss Lockhart," He added seductively, his tongue rolling the consonants of her name.

The couple kissed again as Will began walking them to his en-suite, their clothes falling piece by piece to the floor as they sought to touch exposed skin. Diane gasped, throwing her head back as Will guided her into the bathroom; her body slamming against the tiled wall as he struggled with the zipper of her skirt.

Diane laughed breathlessly at his predicament and his teeth grazed across her collarbone in retaliation. Her hands pulled his undershirt up, his dress shirt long since discarded, as Will bit into the soft skin beneath her ear; marking her viciously.

Finally after a long moment of struggling, Diane pressed both hands against his bare chest pushing him off her. Will frowned, his mouth falling open as he stared at her.

"Take off your pants!" Diane demanded in a pointed whisper, her own hands already shimming her skirt to the floor. Her bra was next to go as Will pulled off his pants and socks, leaving him in only those infamous briefs.

Diane bit her lip coyly, enjoying the desire in his eyes as he traced them along her body; stopping dangerously on her breasts. With a determined look she thrust herself off the cold wall and moved toward his shower.

"You coming?" She asked looking back over her shoulder with a sexy smile and Will actually growled; hearing the double meaning in her tone.

Slipping passed the glass doors, Diane turned and pressed her bare back against the tiles, her gaze almost predatory as he stepped into the container with her and flicked on the water. Diane gasped as the water hit her, not yet warmed and causing her nipples to harden further. Stepping toward her, Will slid his hand along her jaw, pulling her into him for another kiss.

Diane moaned at the contact, the only thing between them now was their underwear and the pouring water had those soaked already.

Will moved away from her lips, kissing down her throat and toward her collarbone. Her hands threaded through his hair as she held his head to her chest when his mouth moved lower, groaning as he took a peaked nipple between his teeth and tugged.

"Will!" She shrieked, her hips thrusting into his on their own accord as he turned to give the same attention to her other breast. His mouth traced the sensitive skin, sucking hard and making sure there'd be a bruise there tomorrow. If Diane was aware of what he was doing she didn't let on, too lost in moans of encouragement.

After a few torturous moments, Will's mouth slid lower, kissing down her stomach as the water pelted down all around them. Her gasps grew louder and louder, enough that he could hear them over the thunderous spray.

Diane's eyes blinked open, the water clouding them as she looked down to see him take a knee and grin devilishly at her. His thumbs slid beneath sopping silk, slowly and purposefully dragging her underwear to the floor. Diane stepped out of the material, her eyes still locked on her partner's as he shot her a dangerous look.

Before Diane could decipher the look more, Will moved forward and traced his tongue across sensitive flesh.

"Oh God!" Diane groaned, throwing her head back into the wall and rocking her hips toward his mouth wantonly. Will smiled against her, pressing his tongue roughly against her clit before tracing delicately down and slipping it into her. "Fuck!" Diane gasped, pushing her wet hair back with her hand and reaching out to grab the shelf which held his shampoo. Her body rocked into him as he repeated the action over and over, until she was practically screaming for release. Her hand slid against the shelf, her grip slipping and knocking bottles loudly to the floor. "Don't stop, Will! Please God, don't stop!"

Will chuckled against her, the vibrations making his partner curse again. His hand holding her thigh in place shifted to her core; sliding 2 fingers into her as his tongue circled her clit again and again.

"Will! Please!" She continued her begging, his mouth and fingers driving her closer and closer to her orgasm. Will used his teeth to tug gently on her clit, going in for the kill as his fingers curled inside her; hitting that spot that made her see stars.

Diane threw her head back painfully, screaming as she came. Her body shook and shivered as Will continued his ministrations until the sensation became too much and she had to shift away. Slowly drawing his lips back up her body, he stopped to lazily suck on her peaked nipples; taking his time as her chest heaved trying to stabilize her breathing. By the time she'd caught her breath, his mouth was on hers, stealing it away all over again.

"You taste good." Will said lowly into her ear and Diane moaned, her hands wrapping around his shoulders and pulling him close to her; kissing him soundly.

The pair kissed lazily for a moment, both enjoying the intimacy before it all became too much. Diane shoved his black briefs down, letting him lift her thigh and hold into his hip. Diane gasped in surprise as Will did the same with the other leg, pushing her roughly into the wall and allowing her to wrap her legs around him as he pushed into her with a grunt.

Both groaning they moved together to set the pace. The water around them slowly cooling as they rocked into each other.

Diane's hands rested on his shoulders for balance, her mouth at his ear; dirtily encouraging him to fuck her harder. Her hand slid deftly down between them, rubbing herself as she felt him let go within her. With a growl Will came, his hand leaving her thigh to join hers and bring her along with him.

The pressure from their fingers had Diane coming again and they both moaned at the sensation of her inner muscles contracting.

Will's head fell to her shoulder as he slowly let her slid down, her legs wobbly as they hit the tiled floor. The pair remained there, both panting as the water continued to fall. Will slipped out from within her and curled his hands into her waist, pressing delicate kisses into her throat. Her own arms were slung around his shoulders, keeping him pressed against her.

"Will," She murmured after a while. "I'm getting cold." She announced and Will lifted his head, realising for the first time how chilly the water had become. Reaching over to turn off the tap, he helped her out of the shower; her body covered in goosebumps.

Will grabbed a towel and kindly wrapped her in it, pulling her in for a quick kiss. Diane smiled against his lips still shivering slightly.

"You staying?" Will asked as they parted and her reached for his own towel; tucking it around his hips.

"If you want me to." She replied with a causal shrug and Will grinned.

"I'd like that." He said and Diane let out a soft chuckle, her face glowing with happiness. "C'mon," He encouraged walking back to his bedroom and sifting through his chest of drawers. "Here!" He said chucking a shirt at her over his shoulder. Diane caught the item with a smirk, letting the towel drop and watching her partner's longing gaze touch her body all over.

Slowly, ever so seductively she pulled the soft cotton over her head; the shirt drowning her and coming to rest mid-thigh. Bending down she grabbed the towel again and attempted to dry her hair; her eyes never leaving his body as he climbed into some sleep shorts.

Sufficiently happy with her hair, Diane hung the towel over a chair and moved to pull back the covers and climb into his bed. Will hit the lights before joining her under the duvet; shifting so they were facing each other.

Diane smiled in the dim light, the street laps casting shadows across her friend's face. Before he could stop himself Will bent forward kissing her thoroughly.

"Mmhm," Diane moaned, the kiss all tongues and teeth and lazy passion. Pulling back when the need for air was too much she smiled back at him.

"Quite the celebration. " Will said smugly, his eyebrows bouncing mischievously. Diane laughed at that, snuggling closer to press her head to his chest as he lay back.

"It certainly was." She agreed in a happy sigh. Will's arm curled around her shoulders, pulling her tightly to him. There was a long silence and Diane was almost convinced he'd fallen asleep when:

"Do you think we made a mistake bringing on Bond?" He asked seriously and Diane lifted her head up, looking at him.

"What?"

"All the changes, peer review, the offices, Lou Dobbs!" Will sighed, shaking his head. "I just wonder." He admitted looking up at her. Diane smiled comfortingly.

"It'll be okay," She said confidently. "You're going to side with me on Dobbs and we'll always be able to out vote him. You and me first."

"Yeah," Will smirked begrudgingly. "I know, I just worry." Diane shook her head leaning down to press her lips against his in another soft kiss.

"Don't be." She assured, laying her head back down on his chest, her arm wrapped around his middle.

"Diane," He started again after a log silence.

"Yes?"

"I think I'm in love with Alicia." Will admitted and Diane's blood ran cold. She knew this of course, but it was another thing entirely to hear him say it.

"I know," She responded quietly.

"You do?"

"I've known for a while, Will." She admitted in a sigh, her eyes falling shut at the strange aching in her heart. Will lay quietly, taking in the information not sure how to reply. "It's not smart, Will." She added after a heavy moment.

"I know."

"Not only for the firm, but for you." She continued kindly and Will pulled her more snuggly against him, his lips falling to her damp hair and pressing a loving kiss there.

"I know." He said finally and Diane shifted to get more comfortable, both parties knowing that the conversation was over.

The pair lay in silence neither falling asleep, both lost in thought. The coming weeks would be trying and maybe it wouldn't turn out in their favour, but it was comforting to know they had someone in their corner no matter what.