The Dressing Room

I'm older and married now, but when I was 23, I had an unexpected sexual encounter. I had recently graduated from college and had just gotten a back-office job at a bank. Although the pay wasn't great, they still expected everyone to dress professionally, and it soon became apparent to me that my jeans and worn khakis weren't going to cut it.

So, about a week after I started, I went to one of our town's big department stores. I went up to the men's clothing section on the second floor and found three pairs of thin wool pants that seemed right for the warm weather we were having. I decided to try them on to see how they fit.

As I approached the dressing rooms, I asked a clerk who worked there if any of the rooms were available. He was probably in his mid-40s -- tall and thin, not particularly good looking, but not bad looking either. Up to that point, however, I had never thought about men sexually, so I didn't really take much notice of his looks. He asked what I was doing, and I explained to him my situation and what I needed.

He offered to help me figure out which pants fit best on me, and led me to one of the larger dressing rooms in the back of a narrow hallway. He walked into the dressing room first and motioned me to follow. I thought that was a little odd -- I had never changed in a dressing room with another person before, other than my parents when I was a little kid -- but then again, I had never before shopped for professional clothes. I figured this was his job, so I'd just follow his lead.

The clerk closed the door behind us, but the doors didn't lock, so anyone could have walked in at any time. There was also about half a foot of space at the bottom of the door, which meant that you could hear everything going on in the hallway as people came and went -- and vice versa.

The room had three angled, full-length mirrors, and a platform about six inches high in front of them where people trying on clothes were supposed to stand. He told me to stand on the platform, take off my pants, and try on one of the pair I had chosen. I took off my pants and put on the pair he handed me.

He then bent down and started fidgeting with the pants' creases and hemline, now and then offering comments about the fit, which meant little to me. But after a few seconds, as he was checking the fit around the waist, I felt one of his hands graze lightly across my crotch. I was startled, but I thought it was probably just an accident, or part of what sometimes happened during these types of fittings.

After a few more seconds, however, he brushed lightly along my crotch with the other hand, this time a bit more slowly. He did that a few more times, first with one hand, then the other, then back again with the first, always with a few seconds pause in between. Although it was definitely weird, it was also pretty unobtrusive, and I thought I might be over-reacting, so I tried to ignore it. But I could feel my penis beginning to stir from all his soft touching, which started to make me feel flustered.

After a bit more of this, and as the clerk continued his apparent focus on the fit of the pants, he began very gently grasping the soft shaft of my penis through the thin fabric of the pants and jigging it lightly back and forth. But only for a couple of seconds, and then he would let go. Other times, as he was measuring something, he would run his fingers softly down the outline of my phallus, around the head, and then back up the shaft, and then move his hand away. He also occasionally squeezed and gently massaged the middle of the shaft. But all this time, his other hand was working on the hem of the pants or whatever, and he was chatting on about the fit. It was almost like he didn't notice what his hand on my cock was doing.

As his fondling continued, I became more unnerved. I didn't have a girlfriend at the time, and I hadn't masturbated in a while, so my penis was very sensitive. With all the clerk's caressing, my cock started to get erect and began pushing forward on the pants' thin, loose fabric, making a small tent in the front of the pants. I worried, maybe irrationally, that the clerk might make some comment about my emerging hard-on, or even scold me, saying that I was a pervert or something.

I didn't want to make a scene, so I didn't say anything. But after about two minutes of his touching, when the clerk's fingers next gently grasped my cock and jiggled it, I tried to discreetly brush his hand away, hoping that would make him stop. And he did stop, immediately. But within a few seconds, his other hand would be back at my crotch, doing the same soft jiggling, squeezing, and fondling of my shaft.

We went back and forth like this several times, with me trying unobtrusively to move his hand away from my privates, and each time his other hand returning to caress my hardening cock.

I was getting really unsettled at this point; my heart was beating in my ears and my breathing started to get faster. The tent in my pants was now obvious, even more so than before, and I was sure the clerk must have noticed it. Also, because the head of my cock was pressing harder against the fabric of the pants, it was getting uncomfortable, even a little painful. But I didn't dare try to rearrange it, because that would have been too conspicuous, and I was afraid the clerk would then have felt compelled to say something -- or that it might even encourage him, which I wanted to avoid at all costs.

All this time, the clerk had been saying things about the fit and length of the pants, and where he could make adjustments, even as his free hand continued to play with and fondle my shaft. I heard but basically didn't comprehend any of it. I was embarrassed, and even a bit frightened, at what was happening, but also too aroused to notice anything but his hands relentlessly fingering my genitals.

After several minutes of this, the clerk sat down on a chair in front of the platform and told me to take off the pants I was wearing so I could try on another pair. That made me even more embarrassed, because I was wearing an old, too-short pair of boxers, and I knew that my erection would be even more noticeable if I took off the pants. But I also realized I didn't have much choice. I couldn't just walk out of the store wearing the pants I had on, but hadn't paid for, so I would have to remove them sooner or later. And given how aroused I was, I thought it would take a while before my hard-on subsided, and I knew we couldn't just wait around for that to happen.

So, fearing the worst, I took off the pants. Sure enough, my erection was now sticking out and pressing hard against the front of my boxers, making an almost comically large tent in them. Because the fabric was white, and after so many washings was also very thin, you could see the outline of the head of my penis through them.

As I looked down at my tented boxers, I felt my face turn bright red. But when I glanced in the mirrors next to me, it was even worse. I couldn't believe how far out the head of my cock was pushing my boxers, and how much it was straining the fabric. I also noticed that my erection was pulling up the lower hem of the boxers on the left side where my shaft was pointing. Although I didn't know for sure, I suspected that, from the low position where the clerk was sitting, he probably could just see the underside of my naked, increasingly hard cock from underneath the bottom of my boxers. I was mortified.

The clerk, who seemed oblivious to my discomfort, took the pants I had been wearing from me and handed me the next pair. But the whole time, he was staring hard at my cock, which remained only partially hidden behind the thin fabric of my boxers. And because I was up on the platform, and he was sitting on a chair on the lower floor in front of me, his face was only about 12 inches or so from my excited and growing member.

It probably only took about a minute to exchange the pants I'd been wearing for the next pair, but it felt like forever. And the whole time, the clerk just ogled at the tent in my boxers, not saying anything or making any other sound. Having all of his attention focused on my dick was really unnerving, but it also made me even more aroused, and even harder.

Still really flustered, I started to put on the next pair of pants, first one leg, then the other. As I did so, however, my stiffening erection somehow managed to spring through the opening on the front of the boxers and pop out into the open -- naked, fully exposed, and in full view of the clerk. My cock was now rigid and engorged, sticking straight out, the foreskin pulled all the way back and the exposed head like a thick, dark bulb on top. It felt full in a way it never had before.

I was paralyzed with humiliation, deeply ashamed that my sexual arousal had sprung out into full view. Just as this happened, I also heard shuffling noises right outside the door, and it made me frightened that someone might walk in and see us like this, with my throbbing erection standing out in the open and only inches from the clerk's face. I had no idea what someone might do -- would they call the police? Or the store's security guard? What would the clerk say? Would he accuse me of exposing myself to him, like it was all my fault? Was there a security camera in the room that was getting all of this on tape?

After a few stunned seconds with my naked, rock-hard shaft thrusting out in the open just in front of the clerk's eyes, I tried desperately to get my cock back into my boxers. But because I had to use one hand to hold onto the pants I had been putting on, I only had one hand free to try to maneuver my shaft back through the opening in the boxers again. It was tricky, and after fumbling around for several seconds that seemed like ages, with my erection waving pornographically back and forth, I finally gave up and decided to just pull my boxers down all the way in front to free my penis from the boxers' open front slit.

As I did so, I suddenly realized that I was exposing the entire length of my naked, throbbing erection and twitching balls to the clerk. I froze -- I don't know why, maybe out of shock -- but it was like we were stuck in a photograph, me laying bare my most private parts to the clerk, only inches from his face, him staring intensely at my bare, engorged, and rigid cock. It was so close, I even felt his hot breath on the head of my cock. Eventually, after a few seconds, I regained my composure and pulled my boxers up again, finally covering up my swollen prick.

I felt my heart thumping and my face burning with shame. I didn't know what to do. I was too embarrassed to say anything, and in any event didn't know what I could say. And to be honest, although part of me wanted to get out of there as quickly as possible, exposing my genitals to the clerk like that had gotten me extremely excited, even though I probably wouldn't have wanted to admit it at the time.

Once I got the next pair of pants on, I arranged my cock so that it was sticking straight up, so that it wouldn't make a tent in my pants again, or be too uncomfortable. But because of this, the head of my penis, which was now dark and purple, was sticking up out of the waistline of the pants, and only partially covered by the hem of the T-shirt I was wearing. I tried to pull the pants up to cover the head completely, but the clerk immediately pulled the pants back down with a jerk and said they needed to be down around my hips to get a proper fit.

Once he did that, the entire head and part of the shaft of my raging cock were sticking up out of the waistband and exposed. Although it was embarrassing, it was also strangely arousing to feel so much of my engorged cock sticking out of my pants and out in the open like that, clearly visible to the world, with the cool air of the fitting room swirling around the hot, swollen head of my cock.

I was now really flustered, and even starting to tremble. The clerk, however, didn't seem to notice or care about my discomfort and just went back to fitting the new pair of pants. Once again, however, as one of his hands would work on the crease or other parts of the pants, his other hand would grasp the shaft of my now rock-hard erection, through the pants fabric, and jiggle it, squeeze it, and run his fingers up and down the shaft. The difference now was that his caressing of my shaft was more obvious and more or less continuous, and that my cock was now fully erect and throbbing, and pointed straight up, with the naked head sticking out indecently from the top of the pants.

Although the clerk noticed my bulging phallus -- he stared at it constantly -- for some reason he didn't touch the exposed head. By this point, maybe because I was no longer thinking straight, I had given up trying to keep the clerk's touchy fingers away from my genitals. I just allowed him to continue to stroke and massage my raging hard-on through the fabric of the pants. It was all I could do to keep my legs from buckling.

This probably went on for a couple of minutes, with the clerk's constant massaging of my cock keeping it rock hard. It felt incredibly arousing, but I also felt really embarrassed. I felt dirty, as if my inability to control my erection, and having exposed my full, naked cock to a complete stranger was shameful.

The clerk then stood up from the chair and said that, for a perfect waistline fit, you needed to be able to stick two fingers between the stomach and the front of the pants. To show me, he stuck two of his fingers in the front of my pants, right next to my penis. He ran the backs of his fingers softly down the bare shaft of my erection, deep down into the depths of my boxers, until his knuckles grazed the head of my cock and the tips of his fingers touched the top of my scrotum. He then momentarily left his hand there against my hot, quivering member, and the full head and half of my cock shaft exposed to the world.

After all this time, and after all of the clerk's fondling and caressing of my phallus, this was the first time he had actually touched the bare skin of my penis. While I hated to admit it, since I thought of myself as heterosexual, his cool fingers touching the burning skin of my cock felt amazing. I could barely breathe.

"Yes, that's a great fit," the clerk said quietly. He slowly pulled his fingers up, again softly running them against my hot, naked shaft, then did the same thing with his other hand on the other side of my penis. "Yes, that's perfect," he whispered. "Really wonderful. Does the fit feel good to you too?" he asked, and I mumbled something in reply.

Then he went back and did the same thing again with his first hand, running the back of his fingers softly against my throbbing shaft, and then back and forth with each alternating hand again and again, sometimes with the fingers of both hands rubbing down and up against my hard, naked cock at the same time, all the while continually murmuring what a great fit the pants were and how wonderful they felt. As his hands ran down my shaft, it pulled the pants down and exposed even more of my cock to the open air.

At this point, with the clerk's cool, soft fingers running up and down the sides of my cock, I started to get dizzy and short of breath. I felt like I was watching the whole encounter from a distance, like in a movie.

At one point, I looked down and saw a big, wet drop of pre-cum that had collected on the engorged head of my penis. Then, one of the clerk's fingers, on one of his upward motions along my shaft, touched the drop of pre-cum, and as his finger moved away, it drew a long, thin, sticky strand of pre-cum after it. Almost absentmindedly, the clerk moved his hand to his mouth and licked the pre-cum off it. I involuntarily let out a deep moan when that happened, which I'm sure anyone outside in the hallway would have heard.

I honestly don't know how long the clerk continued massaging and caressing my throbbing shaft. I felt deeply depraved, that I really shouldn't be letting this go on for so long, and that things had somehow gotten way out of hand. I was also frightened that someone would walk in and see us, or hear us through the opening at the bottom of the door. I also kept saying to myself that I wasn't gay, so why was I reacting this way?

At the same time, I knew that I was incredibly aroused, more than I ever had been before. And at some deep level, I knew I didn't want the clerk's fondling and caressing of my hard-on to end. It felt too wonderful and intense.

After this went on for some time, the clerk stopped and said it was time to try on the next pair of pants. Rather than let me undo the pair I was wearing, however, he moved both of his hands to the front of the pants, placing his fingers from both hands inside the boxers' waistband on each side of my penis, and undid the clasp at the front himself, touching and rubbing against the head and shaft of my cock as he did so. He then moved his hands around to my hips, placed them deep inside the waistband of my boxers against the hot skin of my ass cheeks -- which made me tremble even more -- then quickly moved both hands down my legs, pulling both the pants and the boxers all the way down.

I was now standing in front of the clerk, fully naked and exposed from the waist down to my socks, with his face just inches from my bulging penis. In the three mirrors, I could see that my erection was engorged and standing nearly straight up, the veins sticking out, the head large and dark. My cock was quivering, and it felt unbelievable hard and heavy. I was too amazed and shocked to know what to do or say.

After looking at my cock for a second, the clerk took my rigid shaft into his right hand and began moving his hand up and down, with a soft grip but firm motion. After about 15 seconds of this, he sat down again on the chair in front of me, then slowly moved his head toward me, inch by inch, and ended by him opening his mouth and enveloping the entire purple head of my penis into his warm, wet mouth.

I had only had a small number of blowjobs from women by that point in my life, and none in the previous few months. The feeling of his hot, flickering tongue and slippery wet mouth on my cock was beyond belief. I immediately thought I was going to explode.

The clerk began slowly moving his head up and down, taking most of my cock into his wet mouth and throat on the downward dips, and twirling and pressing his textured tongue against me on the upward ones, all the while making soft, slurping, sucking noises. He soon covered the entire length of my shaft in a thick, glistening layer of silky, hot saliva, which soon began dripping down my cock, around my balls, and onto the floor as he sucked me.

At some point in all of this, I don't remember when, my hands had moved to his upper arms, and I could feel my hands running up and down the fabric of his shirt and squeezing his surprisingly strong biceps. I don't know why I did that, and I didn't really mean it as encouragement. Thinking back on it now, though, the clerk probably interpreted it that way, as he began licking and sucking my stiff erection even more vigorously, which led me to massage his arms even more deeply too.

Neither of us said anything this whole time, but I remember the soft, wet, slurping sounds he made as he suckled on my cock and engulfed it in his mouth. Once in a while, he or I would let out a soft moan, or I would catch my breath and groan with lust, and I remember worrying that anyone outside the door would surely hear us.

I also remember the warm, sticky smell of his saliva and how it mixed with the salty smell of my crotch. I'll never forget how intoxicating and arousing that smell was.

He took turns bobbing his head up and down on the length of my cock, then licking my shaft and swirling his tongue around the head, then putting just the head into his mouth and sucking on it more firmly, flicking his tongue against the tip as he did so.