About a week ago my wife Kelly and I were sitting around the house on a Friday night and decided to go to the mall to look around. It was early autumn and I was hoping to pick up a few pairs of new casual pants for work and Kelly was hoping to find some shoes. It was about 8:45PM and we knew we had to hurry because the mall was closing at 10:00PM. Formulating a quick plan we decided to head to Filenes thinking we would probably have the best luck there. The ride to the mall was relatively uneventful with the exception of a small conversation we had in the car. You know there probably isnt going to be a lot of people there tonight. I said seductively. Yeah, so? What do you have in mind? Kelly replied with a devilish smile knowing pretty well what I was intimating. In the past I have disclosed to Kelly a certain recurring fantasy I have had where we have a sexual encounter inside a dressing room at a department store. This fantasy has had many different plots with this same common theme including a voyeur situation where Kelly and I have sex in a dressing room with the door open slightly so that casual passers-by can glance in and see us. One bisexual variety of the fantasy involves me checking on Kelly in the ladies dressing room and finding her being serviced orally by a female department store clerk. I of course join the party and we all wind up having an incredible sexual experience. Another bisexual variety involves the same sort of situation except with the roles and sexes reversed. Kelly discovers me orally servicing a male department store clerk and then we wind up all having sex together. Having discussed these fantasies with her and having actually played out a few of the scenarios in our bedroom the prospect of going to a near empty Filenes immediately had us both thinking about sex.

Her seductive smile immediately told me sex was in our future whether or not it happened at the mall or when we got home would depend on what we found when we got to Filenes. Pulling into the parking garage next to Filenes we both got out and, as usual, decided to leave our jackets in the car. It was a cool night with winter fast approaching but it was just a short walk to the store entrance. We entered the mall on the level of the mens section and I decided to immediately case the changing room. On the way there Kelly and I definitely noticed a lack of customers parading the aisles and I keyed Kelly in on this with a little nudge and a wink. Reaching the mens changing room Kelly and I popped our heads into the doorway and saw a young guy between 25 or 30 standing behind a station folding clothes. He was dressed, as most department store employees are, very nicely wearing a pair of grey belted dress pants with black shoes and white oxford. He could have easily been mistaken for a waiter.

He had slightly curly brown hair with large green eyes.

He was average looking as far as guys go and slightly shorter than me with a lean build. Hi. I said Slow night? Youre the first people Ive seen in an hour he replied. Please tell me you need to try something on? he asked with a friendly smile. Probably I said. Ill be back to keep you company, uhhwhats your name? I asked. Steve he answered. Im Chris and this is my wife Kelly I said as Kelly gave Steve a little wave and a smile. I just need to grab a few pairs of pants and Ill be back.

You can count on it.

And with that we left. What do you think? I said to Kelly. I dont know.

Im a little nervous. she answered Maybe we should just wait until we get home? I dont know if I can now, baby, Im pretty horny.

I said. Do you think Steve might want to join us? I asked slyly.

Take it easy my little sex starved animal she answered Im going to go upstairs now and look at shoes and you can go try on some pants. Okay? Kelly said very slowly as if she were speaking to a totally hysterical person. Okay.

But I cant promise you anything. I answered with a small smile. Just go pick out some pants will you? She said laughing as she walked away toward the escalator. With that I turned around, walked over to the pants and started pulling out pairs looking for my size in a style I liked, while at the same time I tried to suppress the sexual urges I was feeling. Having found 3 pairs that I thought I liked I grabbed them and headed back toward the dressing room and Steve.

Entering the dressing room I said Told you Id be back. Still no one? I asked looking around.

These Friday night shifts kill me! He said with much exaggeration.

Steve seemed a very friendly and down to earth guy. Immediately feeling pretty comfortable with him I asked So what do you do around here when its this slow to pass the time? Not much to do. Usually between 8 and 10 I do a lot of reading. He said holding up a book that from the cover looked like it might contain something sexually explicit. What is that? I said curiously stepping up to his station and turning the book over in his hand so I could look at the cover again. Its basicallyporn.

But without the pictures. He said a little embarrassed Kind of like short romance novels for the sexually depraved. What do you mean? I followed up. You mean erotic short stories? Exactly he said Although these arent your garden variety sexual escapades. There are a lot of fetish and alternative scenarios played out. Intrigued at this point I asked You mean like SampM and stuff? They have stories along those lines but I pretty much stick to the ones involving things like group sex, anal sex, bisexuality and some other stuff.

he answered honestly.

Wow. Ive read some of that stuff on the internet and its pretty wild.

My wife and I sometime use it in our foreplay. I said being equally honest. So you must get pretty horny reading this stuff all night by yourself. I know I would.

Yeah I guess he trailed off sort of sheepishly. What? I pried Cmonwhat? Tell me! WellI do.

And when I do, I go into one of the rooms and, well, masturbate.

There is another guy who works up here in the mens department too, in shoes, who sometimes drops by and does it too. Sometimes weahhhhelp each other out. He finished again a little embarrassed.

Dont be embarrassed Steve. I said Im about as open-minded when it comes to sex as anyone. Sometimes it drives my wife crazy but most of the time she plays along.

Most of the time he repeated Do I detect shes not going along with something currently I briefly relayed to Steve pretty much the entire story including the fantasies Ive had, our conversation on the ride over and then Kelly being nervous and apparently calling it off. He listened intently, nodded his head and genuinely seemed to be supportive. So you are pretty horny right now? he concluded. Kind of.ahhh, yeah. I said Well you could go into one of these rooms here and masturbate.

Orrr he trailed off. Orrrr what? I asked looking him in the eye with a smile.

WellI could jerk you off if you want? he volunteered In that far dressing room down there. I dont know Steve. Ive never done anything like that before. I said.

Are you sure? You said your wife is pretty open-minded so she probably wont mindif you tell her. He said.

Oh Id tell her. I tell her everything about everything.

We are very close and dont keep anything from each other. As surprised as I sometimes make her with the things I tell her I always stick to being honest. Always. I finished.

Okay then. Im going to go back there and take care of myself and if youd like me to take care of you, just knock on the door three times and Ill let you in. Otherwise you can let yourself into any of the other rooms to masturbate or to try on those pants or do whatever you want.

Ill even give you my opinion of you in those pantsafter Im done of course he finished with a laugh.

He then walked down to the last room on the right, entered and shut the door. Talk about tempted. While we talked my thoughts immediately went back to sex and I was very intrigued about his offer to jerk me off. Always willing to try something new the idea was very exciting. My thoughts then went to Kelly and what she would think. After a short deliberation I decided that she would probably be okay with it. I was pretty horny and I reasoned to myself If I came now I would probably be able to last longer for her later anyway. I knew she would definitely rather be here even if she decided not to participate but if I told her what had happened Im sure that she would understand as I would if the roles were reversed. Having decided to take Steve up on his offer I walked down to the last door on the right and knocked 3 times. Almost immediately the door opened and I walked in, closed the door behind me and locked it.

Steve was sitting on the changing room bench perpendicular to the full length mirror with his pants off, hastily thrown in the corner and his length in his hand.

The first thing I remembered thinking was His length is huge! It was at least nine inches long and relatively thick. He had a mushroom shaped head and a small patch of well-groomed light brown pubic hair that extended around the base of his prick and spread thinly over his balls, which were also fairly large. I remembered at that point thinking that he probably shot quite a load when he came and I was a little excited knowing I was probably oing to be involved in some way. Being sexually adventurous, I especially like all aspects of an orgasm. Especially the physical part of an orgasm: cum, both a womans and a mans. The idea of a sweet drop of milky cum teasing from a softness or a thick load of cumshot shooting from the swollen tip of a length is incredibly exciting. I especially like the idea of feeling the hot liquid on my body, especially my face and in my mouth. I love the taste of Kellys softness and jump at the chance to eat her whenever I can. Although I do not particularly like the taste of semen the idea of having it shot into my mouth is very exciting to me.

In fact, I have shot my own hot load into my mouth on many occasions both when masturbating and when climaxing with Kelly. Steves entire shaft was glistening with wetness and I immediately concluded that he had used his own saliva to lubricate his member so his hand would more easily glide up and down his stiff pole. Im glad you changed your mind he said as he looked up at me. He started to get up but I quickly put my hand on his shoulder and gently pushed him back down onto the bench. I then kicked my shoes off and peeled both my socks off. I dropped my khaki pants and underwear and kicked them from around my ankles and into the corner next to Steves. I then pulled my sweater over my head, taking my t-shirt as well and threw those down on the bench next to him.

As I removed my sweater Steve reached up with his left hand and began pulling my semi-stiff length rhythmically as his right hand continued to stroke his own huge prick. My manhood became instantly hard in his hand as excitement surged through me and I immediately felt like I might even cum. Knowing it too soon and not wanting the excitement to end so abruptly after it began, I quickly turned so I stood in front of Steve, facing him.

I put my hands on his knees and used them to lower myself down between his legs forcing his hand to pull away from my length.

I took up his prick in my left hand and began to stroke the bottom half of it as Steve continued to run his hand over his swollen head.

I bent my neck down and let a small stream of saliva slide from my mouth onto his length letting Steve rub it in with his hand.

After a few seconds I took Steves hand by the wrist, removed it from stroking his head and moved it to the back of my head. I replaced where his hand had been with my right hand but placed it on the middle third of his shaft instead so that the head of his length was fully exposed. I then slid my left hand down to cover the base of his length.

Taking his head into my mouth I began to suck it gently as I stroked the rest of his shaft with both hands. I wasnt planning on thisthis feels incredibleyouve got me pretty close to cummingalready. he said in short quick sentences, obviously excited. At that point we both heard someone enter the changing room area so I stopped sucking him so I could listen. Footsteps came down the narrow hallway, stopped in front of our changing room and then we heard a voice. Chris? Are you in there? Kelly said softly. She then tried the door handle which was still locked.

I looked up at Steve and nodded my head.

He reached over and turned the lock so the door could open. Kelly then opened the door, popped her head in and took in the situation. I had a feeling something like this might be going on. she said as she came into the room the rest of the way and closed the door. I took Steve out of my mouth but continued to stroke him with both hands, looking up at her. Hi baby. Well Steve and I got to talking and it turned out we had one very big thing in commonwe were both very horny so here we are.

Are you mad? I asked. She seemed to think about it for a moment but quickly replied No not really. I actually thought quite a bit more about our little plan and decided to come up here and see if you were still interested.

I also wanted to show you these sexy black heels I tried on. she said lifting one foot and showing off one of the two new shoes she was wearing. I guess youre still interested huh? she asked. Oh yeah and Steve was nice enough to oblige me. I answered. Kelly seemed as impressed with Steves length as I was because she could not take her eyes off it. Noticing this I said Nice length, huh? Its sure is big! Kelly agreed and continued to stare with her mouth slightly open revealing the very tip her tongue gliding slowly over her upper lip. Obviously horny and eager to get involved, Kelly then reached down, pulled up her skirt and peeled down her black panties until they dropped to her ankles. Keeping the new black heels on, she kicked her underwear into the corner next to Steve and my pants. She then slid a hand down onto her crotch and rubbed herself as she watched me stroke Steves manhood. She looked at Steve, then at me and said Do you guys mind if I join you? Not at all we said in unison. Just give me another minute. I finished. I then dropped my head back down onto Steves length until my wide open mouth touched my right hand which was still methodically jerking him off. I worked my mouth, tongue and throat up and down his shaft about 10 times before I finally lifted my head off only to let a thick stream of saliva slide from my mouth and tongue onto his head and down the side of his now rock-hard prick. While I did this Kelly continued to rub her mound with one hand while her other hand had started to brush through my hair.

Steves right hand had moved up and had begun to rub and spread Kellys soft place. All set, baby! I said to her as I held Steves prick out away from his stomach with my left hand and wiped the excess saliva from my mouth with my right. Thanks she said as she threw one leg over Steves hips so her softness was directly over his glistening length. Facing me as I still knelt in front of Steve, Kelly lowered her wet softness down onto Steve. She started slowly down taking him in one inch at a time until her softness was full. Her legs were spread out wide allowing me to see each inch of Steve slowly disappear into her length hungry warmth. Unbelievably Steve still had about an inch of his shaft still exposed, my thumb and forefinger still wrapped around its base. Noticing this I asked Kelly Can you take any more? He still has about another inch left to give you. Kelly started to bounce a little up and down trying to get more length into her softness and, doing this, let out a small moan. Im tryingIm tryingmmmm she trailed off obviously enjoying the effort of trying to fit Steves enormous length inside her.

As she bounced I leaned my head in and began flicking my tongue up and down her personal place which was wide open to me as she rode Steves drenched pole. Occasionally I let my tongue slip down to toy Kellys sweet cum off of Steves shaft and balls. Feel good baby? I asked knowing and tasting full well she had already came once and was on the verge of cumming again. OhyesSteve your length is incredible! I thinkIm goingto cumagain! Kelly stammered as she bounced up and down inching closer to another climax. Ohhhhh yeah Kelly finally reached her climax as waves of pleasure flowed over her. As they did she stopped riding Steve, squeezed his prick with her softness and pushed her mound with the first three fingers of her left hand as she steadied herself on his knee with her right. She took about 30 seconds to gather herself and then slowly eased herself off of Steves huge prick. As soon as she slid off of Steve, I immediately started vigorously jerking him off again, his prick now coated with Kellys cum. Thats it Chris! Oh yeah! Now its my turn he trailed off as he pushed his hips up off of the bench.

Kelly saw that he was about to cum and immediately bent down and took his entire head into her mouth.

Her eyes went wide as Steves first blast must have taken her by surprise. She almost immediately removed her head as her mouth filled up and another blast of cumshot launched from Steves length warmth to hit her in the chin as she pulled her head up. I then went in and began to toy up and down the side of Steves shaft while jerking him off as excess cum began to drip down his stiff pole. His cum like most cum Ive tasted was hot and thick and felt great on my face, mouth and tongue.

I swallowed a little but left most of the creamy shot on the sides of his slowly softening prick. That was fun, huh? Probably more than you had bargained for Steve? I asked. Steve answered Thats an understatement! Kelly you are an incredible play! It was all I could do to not fill you up while you were riding me. You guys were incredible. Incredible.

He finished. I had stood up while Steve was speaking and Kelly, still horny, immediately dropped to her knees and began ravenously sucking my hard prick. Steve wanting to return the favor began to rub my soft place and probe the outside of my sensitive place with his finger. Seeing the reaction this was producing from me Steve soon stood behind me, lifted my leg and placed my foot onto the nearby bench making my soft place and sensitive place more accessible. He then knelt down behind me and began to toy and probe my warmth with his tongue. Oh yeah I said feeling incredibly excited and looking to the side of me at the image of the three of us in the mirror. In front of me Kelly was hungrily sucking my prick and jerking me off with one hand while her other hand was rubbing her own personal place. Behind me Steve was toying and occasionally fingering my sensitive place with one hand while is other hand was stroking his prick which had once again began to stiffen. This feels and looks incredible I told them. They also took a moment to look over and take the scene in.

I would guess, having been re-inspired and re-excited! by the image, Steve stood up behind me until his chest was touching my back and bent his legs slightly. He took his hand and pushed my upper back down until I was slightly bent over.

He then took his now hard, still cum-coated prick and pushed its head against my wet sensitive place. Having used various toys in my soft place in the past compounded with having my legs relatively spread apart with my foot up on the bench, as well as being bent over with