The Changing Booth

I used to be bored when Anna asked me to go shopping with her. The idea of following my girlfriend around the mall while she picks out clothes for work or a dress for a wedding is tedious at best. She wanted my opinion, and that was sweet, but there were many other things I would rather be doing. And then things changed. When Anna discovered her exhibitionist side and started dressing sexier clothes shopping became fun. I think most guys would enjoy watching their cute girlfriend trying on sexy little outfits, especially when you get the give the thumbs up or thumbs down.

It's a Wednesday and we're both off from work. They're having network issues at Anna's job and they closed the office and I took the day off so we could spend it together. When I ask her what she wants to do her eyes twinkle when she suggests we go to the mall.

"Don't you think your closet is full enough?" I tease. She's really not a wasteful spender or a clotheshorse, but I like teasing her.

"A girl can never have too many outfits, can she?"

After a quick shower, she pulls her chestnut brown hair back into a ponytail, slips into a pair of worn, snug jeans and a fitted t-shirt, with one of those soft, plain "t-shirt bras" underneath and we're off. I've always thought she's got a great, tight little ass and these jeans show it off the best. She didn't bother with make-up because she doesn't need it. Anna is one of those girl-next-door, naturally beautiful types. I just throw on cargo shorts, a t-shirt and sneakers. I'm not a bad looking guy, but I am an average guy and don't usually put too much into my appearance unless I'm getting dressed up. I'm in my late thirties, just a hair under six feet tall and have a trimmed goatee. I've always been told my blue eyes are my best feature.

The local mall is dead mid-morning on a weekday. We see some retirees doing laps and some stay-at-home moms pushing strollers and meeting up with each other for coffee. With all those stores laid out before us, I tell Anna to lead on. She kicks thing off by going leading me to New York & Co., where I get to act as a human rack when she piles different selections onto my arms while I follow her around the store. Most of what she looks at here is for work so there's nothing over the top sexy, but still there are a few things I look forward to seeing her slip into. I take up station outside of the changing booth while she goes inside to try on her choices.

It always feels a little creepy standing around outside a changing booth. Sure, the other women going in probably assume you're standing there waiting for a wife or a girlfriend, but I think there's always a suspicion that you're just some creep.

Anna tries on a couple pairs of slacks without showing me, which is cool. I know the kind of pants she favors for work. They're usually tight over her nice, round ass, which gets guys looking without being obviously inappropriate. It's funny to think there was a time, not so long ago, when she never would have admitted she likes guys checking her out. And now she favors tighter tops that show little cleavage over the baggier, high-neck stuff she used to wear to work.

When I think about it, which is quite often these days, Anna was a very different person when we started dating, shy, introverted. In some ways she's still the same girl. She would be embarrassed if she had to confess to her exhibitionist side to anyone but me. I wouldn't say she was a prude when we met, but she was definitely the buttoned down type. And then over a series of months things changed. First, we snuck into a playground for a quickie late one night. Anna was so worried someone would catch us, but when we encountered another couple with the same idea she found it an incredible turn on to be watched. Sensing something, I brought it up as a fantasy in bed and started encouraging her to wear sexier clothing. She's an attractive woman in her late twenties with a nice, petite body, why should she hide it all the time? A few months after our adventure at the playground I convinced Anna to wear a very skimpy outfit to the casino on a trip to Atlantic City and the attention she received from the other guys at the blackjack table had her so horny she couldn't think straight. I was stripping her in the elevator on the way back to our room! I was sure things had really changed when just a little while later Anna snuck into the men's locker room late one night at the gym and fucked me in the shower. It left no doubt that danger gets my girlfriend off.

After trying on her slacks, Anna comes out to show me a pencil skirt with a little slit in the back and a white wrap blouse with a low neckline. The tight skirt makes her ass look amazing, while the blouse is cut low enough for me to see the freckle just above the start of her cleavage. Her breasts are not huge, but with the right bra she'd have the cleavage to do the blouse proud. It's a great, sexy look for work. Luckily, I'm not the jealous type. I get turned on when I see some guy drooling over my girlfriend. It's just a shame I'm not at work with her to see it. After that she tries on a tight black that falls well short of the knee, which she also pairs with a jacket and then a knit sweater that hugs her perfect breasts. By the time she's ready to make her purchases I have a little trouble standing.

Carrying the bags, I follow Anna to the department store, which we find pretty empty. In fact, in the women's department it's only the saleswoman and us. She's an attractive woman in her early forties who offers to help Anna find stuff, but Anna declines. Instead she leads me around, picking up various items. She picks up a couple more things for work, but she also needs a dress for an upcoming wedding. She picks out a couple sexy dresses and agrees to try on one that I pick, although she says there's no way she's wearing it to the wedding. She also makes the rounds in the lingerie section, choosing a couple items I am dying to see her in.

The women's changing booths are in a line down a long corridor past an unmanned desk. We look around for an attendant, but the saleswoman by the register seems to be the only one working the section.

"I guess I just go in. I'll be right back," Anna says with a shrug, taking all the clothes she wants to try on and disappearing into the last booth at the end.

All the dresses she chose for the wedding are little party dresses and I can't wait to see her in them. I'm looking for other things I'd like her to try on when I hear her clear her throat behind me. I turn and can't hide my smile. Anna looks sexy as hell.

"What do you think?"

Anna strikes a pose with a hand on her hip. She's in a little red dress with a halter top that falls a couple inches above the knee. Instead of telling her what I think I pull her into my arms and kiss her. She glances around quickly before giving in to the kiss, opening her mouth to a quick flick of my tongue. After a moment she pulls away.

"So I guess it's a yes for this one?"

"You look hot, baby," I tell her.

"Wait 'til you see the other ones." She wiggles her butt as she sashays back to the changing booth.

The second dress is one she likes, but not for the wedding. It's a snug black dress that just reaches her knees. It hugs her figure well and it shows some cleavage, but the reason I like it is the zipper that runs from top to bottom down the front. I can just imagine all the fun I could have with that on a night out. She wouldn't wear it to the wedding because she knows I would never leave the zipper alone. I give her the thumbs up and she disappears again.

I like the third dress a lot. It's a strapless purple number with a tight bodice and a loose, draping body. It's a couple inches short of the knee as well. Anna's slipped out of her bra to try on the dress, but she doesn't need it because the top is padded and pushing her up quite well. She does a twirl and the dress comes up a little and I know she would look awesome dancing in this little thing. A lot of eyes would be on her and I know that would get her really hot. If she's not going to choose my fantasy dress I think this is the one and I tell her so.

"I like it too, but you don't think it's too short?"

"I think it's just right."

I pull her close and we start kissing again. This time she lets me kiss her longer and I even grab her ass a little. There's not much risk because we're still alone in this part of the store. When she finally pulls back it's reluctantly.

"Of course you don't think it's too short. You don't think anything is too short," she laughs.

"I just like it when you're all dressed up, that's all. Besides, you know you like showing off that body of yours."

"Stop it. You know that's only for you." Anna goes back to the changing booth.

It's part of our little game Anna acts like she's not after the attention, but is only dressing sexier for me. It's only in the bedroom where she admits the truth. I know it helps her to feel safe about our little games so I play along.

The next dress is your basic little black dress and honestly I can't tell the difference between it and all the other little black dress that are already in her closet, except for how revealing it is. It's short and form fitting and the neckline is plunging. She might have trouble keeping herself in it if she didn't pay attention on the dance floor. I'm surprised she'd wear it to the wedding.

"How about this one?" Ann asks, brushing up against me. She kisses my cheek and whispers, "Imagine it with four inch heels and seamed stockings." She knows I love her in stockings. She presses meaningfully against the bulge in my shorts.

"You know all your friends' husbands are going to be staring at you all night," I whisper back, kissing her.

"You're silly. My friends are hot." Anna's really getting into the kiss now.

"Not as hot as you. Every guy there is going to want you. Your friends will hate you. Can you handle all that attention?"

"I don't know. Maybe we'll have to sneak away to some quiet corner."

Anna kisses me full on and pushes her hand into my shorts, grasping me through my boxers. I'm surprised by her forward behavior. Anyone could still come along. The saleswoman might come over to check on us.

"Someone could see us," I warn, knowing it will only turn her on more.

"We're all alone."

"And what about the security cameras? Someone is probably watching us right now." I'm not bluffing. The tell-tale smoked plastic domes of security cameras are in every corner of the store.

"Oh, God," she breathes.

Knowing I have her hooked, I push her away and say, "You'd better try on that dress I picked out. The security boys will like it, I'm sure."

Anna reluctantly pads back to the changing booth. While she'd gone the saleswoman does indeed drift over asking if we need any help.

"Do you guys need anything?" she asks. She has a sly smile and paranoid I think she must have been watching us.

"I think Anna's good. Thanks."

"Just let me know if I can help."

The last dress, the one I chose is really little more than a slip covered with gold sequins. It's very short and hugs her lithe body. Even in the store's bad lighting the dress shimmers with her every move. Anna looks a little embarrassed to be in so slight a dress. She's so sexy I'm at a loss for words. Instead I grab her and pin her against the desk, kissing her. As I'm grabbing her ass I'm pulling the dress up, which is not a far trip. Anna is breathing heavily, very turned on too.

"What about the security cameras?" Anna's moans, putting up token resistance.

"Those mall cops are probably going crazy. They probably want to pull you into their little office and strip search you."

"Oh, Jason ..."

We kiss for a few moments more, but finally, panting, Anna pushes me away. Okay, I think. I've done enough. I doubt we'll even get home. I bet Anna and I will be screwing in the back seat as soon as we hit the parking lot. Her eyes are smoldering as she looks at me and then glances up at the security camera. I can see the wheels turning in her mind. I am sure she's thinking about who could be watching her. I think she's going to go back and change back into her clothes so we can get out of here when she shocks me.

"I wish you could see the bras and panties I picked out. Maybe I should just wear them out here."

"Maybe you should. You'll have those mall cops coming in their pants."

"They'd have to pull me in then."

"I think so."

"Then I think you'll have to come back with me."

Anna turns and disappears back into the changing booth. For a minute I am unsure. We really could get caught if I go back there and we could get into some kind of trouble. I read about a couple fucking in a changing booth that got charged with disorderly conduct. That would mortify Anna. But I can't help myself and after taking one last look to make sure the saleswoman isn't watching I go back to join Anna.

The changing booth is large and there is a bench across the back, which is littered with her discarded dresses and mirrors on the two walls. I latch the door behind me. Anna's biting her lower lip as she looks at me while playing with the straps of her dress. She lets it drop, revealing a tiny black thong and then picks up a sheer, black bra from the clothes behind her and hooks it in the back. It's all I can do to keep from jumping her on the spot. The bra is sexy because it's totally see-through and I can tell just how hard her pale, puffy nipples are.

"I could wear this with that zipper dress," she suggests.

"Then you'll really be flashing when I unzip you."

I cup both breasts in my hands, stroking her nipples with my thumbs. Her little nips are impossibly sensitive and I think Anna might just have the world's most perfect breasts. They're only about a big B-cup, but they look larger on her petite body and they are perfectly shaped and taut. She closes her eyes as I stroke her nipples, a soft moan escaping her lips.

"You wouldn't really do that."

"How can I keep this perfection all to myself? You wouldn't mind putting on a little show, would you?"

"I ... I don't know. We could get in trouble." She slides her hands up my arms and onto my shoulders.

"In a dark club only the people right around would see. Only the people we wanted to could see me peel your dress open to show off how hard your nipples are."

"Jason ..."

"Maybe someone might even reach out and touch."

"Ohhh ..."

The fantasy of things going too far while Anna is showing off is something we've played with, ever since those guys flirted so hard with her in Atlantic City. When they thought I wasn't looking their hands were all over her and her tiny skirt and top hardly offered protection. Anna didn't stop them, but loved every second. I've wondered what would have happened if I disappeared that night. Would Anna have lost control? I don't think I could handle that. I like to show my girlfriend off, but I'm not looking to share her.

While kissing her, I unhook the bra and throw it on the floor. Anna pushes her hands under my shirt, running her fingers through the sparse hair on my chest. I tilt her back and lean down, catching one of her nipples between my lips. I suck on it hard before circling with my tongue and flicking it. She arches her back, forcing her chest at my mouth and starts pulling on my shorts, trying to unbutton them. I can tell she's trying to be quiet, but her moans are getting louder. I'm not helping. I go back and forth, sucking and licking, teasing both her nipples while massaging her breasts. Every time I circle her nipple with tongue she moans with disappointment and tries to force herself into my mouth. While I suck and lick one nipple, I'm pinching and rolling the other one between my fingers. Anna is weak in the knees by the time I lower her onto the bench.

Kneeling in front of her, I slide the thong down her legs and she spreads them wide. Anna's already so wet her swollen lips are glistening and she throws her head back with a moan when I kiss her down there. I pull her to the edge of the bench and gently peel her lips apart while I flick the tip of my tongue all over her pussy. She's breathing hard and trembling right away and I push a digit inside her to slowly finger her.

"You know those security guys saw us coming in here and know what we're doing." It's actually a real concern. If they are on the ball they could be on their way to stop us right now, but I couldn't resist her invitation.

"You think they know we came back here to fuck?" Anna asks breathily.

"I'm sure," I tell her before kissing her clit with just a slight brush of my lips. She pushes forward when I pull back, burying my finger inside her.

I let up with the finger and focus on kissing her clit and licking all around it. When I suck on that little bud through its hood she arches her back hard and digs her nails into my scalp, struggling to contain the moans that fill the changing booth. With a quick sideways look I see she's watching us in the mirror to the right and it is a hot image. She's massaging her breasts with one hand and holding my head in place with the other. I wish I could get my phone out and take a picture. It only takes a couple minutes of licking her pussy before she cums, tensing up and crying out.

"Ohhhh ... Jaaassoonnnn ... ohhhh God!"

It seems like Anna would be content to have me lick her and make her cum all day, but I know we only have limited time and my hard-on is almost painful. I need to fuck her now. I pull out of her grasp and stand up and drop my shorts, palming my phone from my pocket.

Without hesitation, she grabs my cock and puts it in her mouth. I wasn't planning on that, but it feels so good when she starts sucking that I let her go. She holds me at the base and bobs quickly, while sucking hard, with a sense of urgency. When she's just got my head in her mouth she uses her tongue, something that brings my own moans and makes me sway unsteadily on my feet. I hold her ponytail, but I let her control all the action.

"You'd better hurry up, baby. They could be here any minute. You don't want to get caught with my cock in your mouth," I moan. "Damn, Anna, you're so good."

She sucks me even harder and as I watch in the mirror I see she's playing with herself. When she hears the click of my phone snapping a picture she stops for a second and looks up and then starts sucking even harder. Pointing the camera down, I take a picture of her looking right into the lens with my cock in her mouth. I can feel her moaning around my shaft, telling me the pictures are getting her off even more. It's not the first time I've snapped pictures of her giving head, but it's the first time I've done it outside of the bedroom. I make sure I have enough of the background that you can tell we're doing it in a changing booth.

"I need you to fuck me right now," Anna says, releasing my cock with a smack of her lips.

I stand her up and turn her to face the wall and she puts a foot up on the bench. I have to crouch down to line up properly, but once my head is poking her lips I slide right in. One of the great benefits of these little risky, impromptu encounters is that she doesn't make me wear a condom like she does in the bedroom. She's on the Pill, but she feels safer using a condom too. Anna gasps my name and I hold onto her shoulders while I start to move. She puts a hand on the wall for balance and watches us in the mirror. I pull her ponytail to the side and kiss the side of her neck as I pick up the pace.

"You know, these could even be two-way mirrors. They could be watching us right now, even videotaping," I moan.

"Oh God. Do you think?"

"Some mall cop is probably jerking off right now watching us."

"Ohhh ... Jason ... take a picture, please ..." Anna gasps. I feel her muscles tighten around me.