Undressing Room

The mall was dead when Penny showed up for work at the lingerie store. The weather outside was beyond awful, and with the economy being what it was, not many people were willing to go out in it just to spend money they didn't have. Especially on lingerie.

As she approached the store, she feared that maybe the economy was worse than she'd thought, because the gate to the store entrance was halfway down. Afraid that the store might have somehow suddenly gone out of business, she rushed to the gate and slipped underneath.

When she was in the store however, she found the place to be bustling with activity. Her coworker Jill was there, talking to a couple of police officers. One officer took Jill's statement while the other asked who Penny was, then explained what had happened; an unidentified man and a known prostitute had come into the store, shopped around a little, then went back to the dressing room. Someone shopping in the store had apparently overheard them talking "business" and tipped off the police.

The cops arrived right away (Penny didn't ask, but she was sure it was because they were probably hanging out at the coffee shop on the first floor of the mall, like always). The prostitute had tried to flee, but they caught her easy. She was now sitting on a chair nearby, in handcuffs, looking distantly at the floor. The woman dressed sexy but nicer than Penny would've expected a prostitute to dress. She was also very pretty, and Penny thought that maybe, instead of a typical trashy street pro, this woman was the classier, more expensive and discreet type.

When Penny asked about the guy that had been with the pro, the cop had said that he had fled out the back door of the store and disappeared. Jill was giving them a description of the guy now.

"Why don't you just check the security tape?" Penny asked.

"We're going to, but we already noticed that your cameras don't cover the area on this side of the store," the cop said pointing. "The back door and the dressing room area look like they're out of frame, too. We'll check though, just to be sure."

Penny looked at the security cameras and, sure enough, they were not pointing where they needed to in order to cover the whole store. Penny didn't pay the cameras a lot of attention, but she knew they had been right at some point recently, she was sure. It was almost as if someone had repositioned them to be at just the wrong angle. What luck, Penny thought, silently assuming the cleaning crew must be to blame.

"And then he went through the back door?" the other cop asked Jill.

"Yeah, as soon as he heard you guys call for me from the register, I heard her and then him run right past me. I was cleaning one of the dressing rooms, and I looked out just in time to see him turn the corner and open the door. I guess I should have made sure it was locked..."

Penny was almost envious of Jill for getting some excitement. Like the rest of the mall, the store was absolutely dead. Of course, Jill was a little high strung sometimes, so she probably wasn't enjoying this as much as she should.

As Jill went on describing her experience as though she'd witnessed a killer flee a murder scene, Penny went to make sure everything else was in order. The cops hadn't mentioned anything about robbery yet, but she was interested to see what condition the prostitute and her John had left whatever dressing room they'd been in.

Penny turned a corner and went into the dressing room area. She suspected that the couple would've used dressing room number seven since it was the biggest, and since it was around another corner at the back, the best concealed. People were always messing around in room seven. Even Penny.

But on her way back there, something caught Penny's eye. To her right, on the floor and right under the curtain of dressing room number three, was a wadded up pair of men's pants. They were the same khaki color of the curtain, so they blended in well, and the light in this area was dim, so Penny wouldn't have seen them if not for the glint of light reflecting from the belt buckle.

This being a woman's lingerie store, there was no reason for men's pants to be here. And, upon closer inspection, Penny saw that a pair of boxers was tangled in with the pants...as if someone had taken them off together.

Could these be from the John? Penny almost laughed out loud at the thought of some poor guy hiding in the back area of the mall, naked from the waist down, praying for some miracle to help him escape.

But then something about that scenario struck Penny as impossible. She had heard Jill saw she saw the guy running out, and if he'd been half naked, she definitely would've mentioned that. So who did these pants belong to? Penny picked them up, then continued checking the rooms, finally moving around the corner and reaching room seven.

When she pulled open the curtain, she nearly screamed. Expecting to see maybe some clothes strewn on the floor, Penny instead saw a man! In his upper forties or low fifties, gray-haired with a little brown left, tall and fit, wearing glasses and a shiny film of sweat on his forehead, the man would have been handsome if not for the terror on his face. He wore a nice suit jacket, shirt, and tie, but below that he wore nothing. Penny stared as she tried to think, and his very big and very hard penis stared right back at her.

"Please!" the man whispered. "Please just be quiet! I'm so sorry! I promise never to bother you again! Just please don't tell them I'm here!"

He was obviously in hysterics, and Penny instantly felt sorry for him. But she was also confused. This guy must be the John, but if so, who did Jill see run out the back?

"Just calm down," Penny whispered. She didn't want to tell on the guy, but she wasn't prepared to lie to the police to protect him, either. "If they don't come back here you should be okay."

Without realizing it, Penny was still staring right at the man's erection. It wasn't just the impressive size that grabbed her attention, though. It was also that it was visible and the guy wasn't covering up, and that it was still hard. When Penny finally looked away and saw that the guy was holding his shoes and socks with his hands, presumably to keep them off the floor where they might be visible under the curtain, she noticed his hands were shaking. He certainly was terrified. But that should have killed his erection for sure.

"I've never even done this before," the man said. "I know you don't believe me, but it's true. God, this was so stupid. And pathetic. Fucking pathetic."

Actually, Penny did believe the guy. Either he was telling the truth, he needed to go into acting, because if this was a performance, it was Oscar-worthy. And if it was his first time, she felt really, really bad for him.

"I don't think you're pathetic, sir. Everyone makes mistakes. You just got really unlucky."

"What are the chances, right? But I wasn't exactly smart about it. What was I thinking? Walking around with her in the mall!? And then doing this!"

"You did it here?"

"No," the man said quickly. "All she did was take my pants off. We hadn't even started yet." He paused a moment, then looked Penny up and down. "Look, could I"--

"Penny?" It was Jill's voice, calling from outside the dressing room area. "The police are going to check the security tapes. I'm going with them, okay?"

"Okay," Penny called back. The man looked optimistic for the first time, but Penny knew he wasn't getting off that easy. The security center was downstairs, but anyone who looked up from it could see the entrance to the lingerie shop, and so he couldn't leave through there. And the back way was certainly being watched extra carefully now, so that was out. He'd have to wait a while longer. And with the in-store security cameras being positioned as they were, this was the safest place for him.

As Penny explained this to the man, she couldn't help but wonder what he was thinking as he continued to look her up and down. Penny wasn't model thin like the women clad in bra and panties pictured on the walls of the store, but her extra pounds gave her extra curves, including a firm and busty pair of d-cup breasts and a round, meaty ass. She had long blonde hair, beautiful green eyes, and with her great smile she was usually the cutest person in the room.

Right now, in her work outfit, Penny was dressed to show off the curves of that ass and to display the deep cleavage of those breasts. She knew she looked hot, and being 18 and probably more than half his age, to him, she probably looked really hot, and she wondered if that was the reason this guy still had a hard-on. But then he was hard as soon as she saw him, so maybe he'd taken a pill earlier or something, to make his prostitute experience last. Or maybe he was just really gifted in the stamina department.

For half a second, her mind flashed further into that fantasy; she imagined herself in bed with him, his big cock inside her, fucking her for hours, cumming in her, staying hard, and then going at her again, this time fucking her face, so she could taste him...

Penny lost the thought when she saw him reaching toward her, his lips quivering as if he was too scared to form words. He stuttered a little, and Penny thought it was so cute. He slowly reached toward her, so carefully, as though he was afraid he might break her if he touched her too hard, and as she waited to feel his fingers on her body, she was surprisingly, incredible aroused.

What was he going to do, she begged to know silently.

"My, my pants? Please?" he said.

And then Penny was instantly embarrassed and ashamed of herself. Here she'd been staring at this man's penis, fantasizing about it, and the whole time she'd been holding his pants! She had forgotten entirely. And now she knew what he was really eyeing when she thought he'd been checking her out. He wasn't reaching for her; he was reaching for his underwear!

She handed the pants back to him, and she stuttered an apology. He dropped his shoes and socks and started fumbling to put his pants on. Quickly he pulled up his boxers, at last hiding his huge erection, and then came up the pants.

"Oh shit," he said to himself looking down. Though his pants were on and fastened, his hard-on was still at full strength, and it made a large, obvious bulge. The man looked at himself in the full length mirror and shook his head with disapproval. He knew, as Penny knew, that the police, the guys in the security camera room, and the mall security would be on the lookout for anything or anyone suspicious. And with so few people in the mall, everyone would be scrutinized. Especially this guy, whose description had already been given to the cops by at least two people. He couldn't draw attention to himself with a raging boner in his crotch.

He tried to untuck his shirt, but with the rest of him looking so nicely dressed, that called even more attention. And since it was raining outside, he couldn't take his jacket off to hide it.

Penny realized she should have left him alone. But she also knew he could've asked her to leave. She wondered if he was keeping her here because he hoped she'd have an idea to help him escape. Of course, she did, but no way was she going to voice that idea.

"I can't believe I'm even considering this, but I don't think I have a choice," he said. "Could you get me some tissues or something?"

Penny almost asked why, but then she knew.

He answered her unasked question. "I can't walk out like this. And it won't go away if I don't...do something about it."

Penny's chest tightened and she felt a flutter between her legs. Her imagination gave her a flash of an image of this guy gripping his big cock with two hands and jerking himself off fast and hard. But she didn't imagine him cumming into a wad of tissue. Instead, she saw him shooting al over the dressing room, spraying the walls and the mirror and dripping on the floor.

Such a waste, she thought.

"I'm really sorry. And if that's too much to ask, I understand. But I promise I'll be out of here for good if you can just help."

"No, it's fine. I'll be right back."

And then Penny left, and she already knew she wasn't going to bring back tissues.

Not a minute later and she had returned. The man had heard her coming and stuck his arm out past the curtain with his hand held open so he could take what she'd brought so she wouldn't have to go in and see him again, or so he wouldn't have to face her. But Penny was too set on what she was about to try, and so she pretended not to notice and went through the curtain anyway.

He was naked again. But not just from the waist down. He'd taken his suit coat and tie off, and though his shirt was still on, it was unbuttoned, revealing a nicely toned chest. He was still hard and still handsome, but his face showed even more embarrassment now than before.

"Thank you," he said, reaching out for the tissues. "But if you could just give me a minute..."

But he stopped when he saw the sly, nervous smile on Penny's face. And then he looked down at her hand, where a pair of violet silk panties dangled. She offered it to him as her smile widened.

"I thought these might be better than a tissue."

His jaw dropped, but after a few seconds of hard thinking and convincing himself that this was real, he slowly reached over to accept the panties. But before he could take them, Penny, her hand shaking as she pyched herself up to say it, pulled the panties back.

"May I?" she asked, and she nodded toward his erection.

He didn't say yes, but Penny thought and hoped that was because he was too shocked and, hopefully, turned on, to say anything. He dropped his hands to his sides and waited for her to make her move.

Penny didn't think this guy had paid a hooker just to give him a handjob. He had probably come in this dressing room expecting to get at least a blowjob, and maybe a whole lot else. Still, she wasn't going to through everything at him, and she was too nervous to do it even if he'd asked. She had done things with strangers before, but never alone like this, and never without a good amount of fear fueling her on.

She was afraid dropping to her knees might be too dramatic too fast, and so she sat on the bench beside him and approached his cock with the panties carefully. As she sat lower and closer to his engorged member, she got a better look at it and liked what she saw. It was indeed huge, as hard as could be, with an intricate layout of thick, bulging veins. His mushroom head was especially, almost unnaturally large; she thought that if she had seen a picture of this dick without the rest of the body to reference it's size, then, just going by the cock head, she would think the penis was small. She shuddered at the thought of how the back rim of that huge head would feel as it pulled in and out of her...

Also from down here she got a good look at the man's balls for the first time. They were not hanging loose, but not tucked up either. Instead, they simply looked swollen and full, and unimaginably huge. Most girls, she imagined, would've backed off at that moment, but not Penny. The only thing she loved more than having sex was having the treat that came afterwards, and this guy looked like he was capable of delivering something she hadn't even dared fantasize about before. Her mouth was watering instantly, her tummy growled, and her wet pussy lips blossomed. A chill of excitement ran through her, making her weak in the knees and dizzy in the head.

No, she thought. She was definitely not stopping at a hand job.

But she wouldn't just attack him like she wanted to, either. Though she realized she was on a time limit; that Jill and the cops could be back any minute, this was too good a thing to just dive into. She had to enjoy it, relish it, because if this guy was this equipped and had reduced himself to a prostitute, than he was probably married, and he might never do this kind of thing again.

In the back of her head, she made it her mission to change that.

Penny gently draped the silk material of the panties over the top of the hard cock. She trailed it up down the impressive length and circled it around the tip of the cock head, picking up the first sticky drips and strings of glistening pre-cum. Next she looped the panties around his shaft and stroked him with them up and down, back and forth, going slower and slower each time, and then fast again, then slower, slower, and then tightening the loop. A thick drop of pre-cum oozed from his tip, and before it could fall to the floor, Penny palmed the panties and wrapped his cock head with them in her hand, catching the cum and smearing it back onto him.

Above, the man groaned and strained to keep on his feet as he slumped back against the wall. Penny looked up and saw him watching her hands work him via the full length mirror. She also saw his balls dangling slightly below, and they looked just too damn inviting. With her free hand she reached out and cupped them, feeling their great heat and even greater weight, though holding both massive testicles in just one of her small hands was impossible. Try as she might, one nut always rolled off the side of her hand, and so she concentrated on massaging just one at a time while her other hand continued to stroke and tease the cock with the silk, sticky underwear.

"Do you like this?" she asked, knowing full well what the answer was.

"God, yes," he gasped.

"You are so big," she whispered, still in awe. And as she said it, she leaned forward and rubbed the cock with her cheek. She heard him suck in a deep breath at her touch, and then he exhaled loudly and unevenly.

She teased his cock a bit more with the panties, moving them to the underside of his huge member and gradually toward his balls, where her other hand still busied itself. Then she had both hands on his balls, and to do this comfortably she couldn't sit beside him anymore. She had to be right in front, so she got off the bench and went down to her knees. He was tall, so she had to stand upright on her knees and keep her back straight to bring herself eye to eye with his giant cock head.

Being this close, she was in even more disbelief at how huge he was. Penny was sure she could take him at least to the back of her mouth, and her throat muscles were trained well enough that she might even get a little of him to tease her tonsils, but only barely. As she thanked her fortune for finding this huge specimen, she prayed it wouldn't get any bigger, as that would definitely limit the things she could do with it.

Using both hands and the silken, sticky panties, Penny massaged the stranger's testicles. She rolled them between her fingers, tugged them gently and lifted them, scratched the skin of his scrotum with ever so slightly with the tips of her fingernails. And as she did this, she stared at the hole at the tip of his penis, which stared right back at her as it produced a large drop of pre-cum that soon became a huge drip.

"I want to suck you," Penny said so quietly that the stranger barely heard her. She knew this guy would've done anything she wanted at this point, and she did not need his approval. But what she was looking at was so wonderful, so special, that she couldn't just take it. She felt the need to be respectful and thankful, and for that, she needed some kind of permission.

"Yes, God, yes!" he gasped.

And as he was begging her for it, Penny dipped forward, her lips parted, but not all the way. She touched her lips around the tip of his cock, not to suck him, not yet, but just to catch the growing drip of pre-cum before it became too big and dropped to the floor. She felt it on her tongue and tasted a powerful sweetness that shocked her. Maybe it had been too long since the last sample, but Penny swore it was the best tasting pre-cum she'd ever tried...by far. She couldn't imagine how good his actual cum would taste, and suddenly she was craving it like someone lost in the desert craved water. She had to be strong, she told herself, to make sure she made this moment last, no matter how enticing the finish might be.