Dressing Room The sound of the alarm clock woke Desiree from a deep, restful sleep. The electronic buzzing blended into her dream and became the familiar sound of her vibrator. However, since the dream was about serving cooked chickens to a room full of circus clowns, the intro- duction of this new element seemed out of context, and caused her to wake up. She rose slowly, took some time in the bathroom and eventually walked to her dresser to pick out her clothes for the day. Reaching into her underwear drawer, she removed pair after pair of faded and worn panties. Each one more tattered then the one before. She pulled open the adjacent drawer and found pair after pair of lace fringed open crotch panties. These were in great shape. However, her everyday garments were in dire need of replacement. There was no way around it. She needed to go shopping. But, shopping for regular underwear was one of those drudge tasks she hated. In frustration, Desiree gathered the old panties in a heap and threw them in the trashcan next to her dresser. If she didn't do that she reasoned, she would never buy new ones. In a moment of inspiration, she decided not to wear anything beneath her dress, and to visit the clothing store near her office during lunch. The novelty of being exposed made her grin as she continued to select her dress and shoes. She tried to imagine what her co- worker, Joclyn would think if he knew that she was completely bare beneath her dress. Desiree suspected that Joclyn might be bisexual. Maybe it was the tattoo of an open orchid she had on her calf. Maybe it was the way Joclyn looked deeply into Desiree's eyes as they discussed their joint projects. Maybe it was just Desiree's masturbation fantasy. "Oh Well," Desiree thought. "At least I'll get a giggle from it." During the morning in the office, Desiree had several opportunities to talk with Joclyn, and at one point they decided to have lunch together. Desiree nearly forgot about her lunchtime shopping need. When she finally mentioned it, Joclyn agreed to go with her, and maybe pick up something for herself. At noon, they left together and walked the three blocks to the local trendy clothing store. When they entered the store, they made their way to the undergarments section and began to browse the selection. Both Desiree and Joclyn chose various pairs and since they still had some time left, decided to check out the rest of the store. It was an old establishment, refinished to give that new age look. They made their way to the back of the shop and found a deep blue curtain, beyond which was a nearly hidden stairway to a lower level. Over the stairway was a sign, hand painted on a rough-cut piece of wood. It read "The Other Way." Next to it was a detached mannequin's hand pointing down the steps. Looking at each other, they shrugged, nodded, and began to move down the steps. At the first landing, they found a door that warned against minors entering. Parts of an "Adults Only" notice hung from a single thumbtack. They opened the door and continued down the steps. As they made their way down, Desiree heard the faint sounds of a radio as it whispered a new age tune. The ceiling was very low. The stairs bottomed out onto the landing, and before them they saw several racks of leather, spandex and D/S clothing. All around the room were a wall display of restraint devices, B&D apparatus, and a wide selection of dildos and vibrators. In the center of the rooms were racks and racks of magazines, videos and DVD's. Photographic posters of straight, gay and lesbian couples making love, hung from the walls above the display panels. At the far end of the room was a series of louvered doors. They appeared to be dressing rooms. Desiree and Joclyn both remained very quiet. The intensity of the room made them speak in whispers, as if they were little girls finding themselves in a place they shouldn't be. They were a little mesmerized by the display of eroticism they saw. Desiree moved towards a rack of satin bodices near the dressing rooms. Joclyn moved to a picture of two women, passionately kissing, with one woman's finger slid deeply in the cleanly shaved pussy of the other. Joclyn stood there examining every detail of the torrid scene. She tried to imagine the pleasure that was evident on the receiving woman's face. She could feel her own sex start to gently itch with the on-rushing arousal. She shifted from the ball of one foot to the other, unconsciously rubbing her thighs together. Desiree selected a bodice and moved toward Joclyn. She watched for a moment as Joclyn performed her little dance of passion. Watching Joclyn get turned on had the same effect on Desiree. Finally, Desiree walked up behind her. "Hmmm." Desiree murmured. "That looks really nice." "Yeah. That's what I was thinking too." Joclyn quietly said. Desiree was close enough for Joclyn's hand to brush against her leg. Joclyn let it linger for a moment against Desiree's thigh, and then brushed it across the front of Desiree's dress covered pussy. Desiree sighed, inwardly delighted at her correct assessment of Joclyn's bisexuality. "Here, take a look at this." Desiree said as she held the green satin bodice before Joclyn. "Oh that's beautiful." Joclyn exclaimed while reaching out to feel the smoothness of the fabric. "I bet it'll look great on you too." "Well, actually," Desiree said, "I was thinking about how you might look in it." Before Joclyn could respond, a sound issued forth from one of the dressing rooms. Both women turned their heads quickly towards it. It was the unmistakable deep breathy sigh of a man. Quietly, they moved towards the dressing room. Staying on either side of the door they believed the sound to have come from, they listened intently for another noise. Within seconds, they heard the rustling of movement from within the dressing room. They looked at each other and smiled. Leaning at the correct angle, Desiree found she could peer in through the louvers of the door and make out a shape. Actually, she saw two shapes. One man was kneeling before the other, who was seated on the dressing room bench. The kneeling man's head was sliding up and down within the groin of the seated man. Desiree leaned back and looked at Joclyn. Joclyn shrugged and looked back inquisitively. Desiree held up two fingers and pointed to the room. Then she mimed the universal sign of sucking a cock. Joclyn smiled openly and rubbed her hands together. Both women turned again to look back into the dressing room. As Desiree's eyes adjusted to the near darkness, she found herself looking directly into the upturned eyes of the kneeling man, who was now looking out of the same louvers. "Hello darling." He said, while still stroking the hard cock of the seated man. "Enjoying what you see?" Both Desiree and Joclyn jumped back from the door and looked at each other. They were so embarrassed at being caught, but also excited by the whole idea. "Well, yes." Answered Desiree after a second's pause. "Then come on in," said another voice, apparently the man whose cock was being stroked. Joclyn shook her head violently from side to side. She mouthed the word "NO!" Desiree laughed and took Joclyn by the hand, and then Desiree opened the door and pulled Joclyn inside. The shadowed darkness of the small room was lit by the open door. Desiree and Joclyn saw the two men clearly. The kneeling man had short blond hair. The seated man's hair was dark brown, and shoulder length. Both were dressed in cut-off jeans and tee shirts. The seated man's jeans were open and pulled down to his ankles, and his hard cock stood straight up into the air. The room was deceivingly large. It had a long upholstered bench, on which the one man was seated. "Could you, well, you know. close the door?" the seated man said to Joclyn. Joclyn closed her open mouth and nodded her head. She shut the door behind her. "Make yourself comfortable," said the kneeling man. "My name is David. This is Jack." He continued, pointing to the cock. Desiree and Joclyn laughed at the reference. "I'm Desiree. This is Joclyn." She responded. "Feel free to watch, or whatever." Said Jack. "You won't bother us. In fact, the more the merrier." David slid back over and placed his lips over the long hard cock again. With one hand he lightly slid a circle of fingers up and down the clean-shaved shaft, and with the other hand gently fingered Jack's balls. Jack placed his fingers in David's hair and gently played with the strands. Desiree watched as Jack's face contorted with pleasure. David ran his tongue up and down the wet cock until Desiree's mouth began to water in response. Joclyn's silent protest was lost in the lust of the scene. Her pussy had stated to waken from the photo of the two women. It was now on fire from watching the two men. Desiree was overwhelmed by the scene. She could feel the all-to-familiar heat between her legs. She felt a desperate need to touch herself, but decided to refrain, enjoying the anticipation continue to grow moist between her legs. Joclyn was not as disciplined. She placed her hand on her right breast and began to slide it across the fabric of her silk blouse. She felt her nipple respond beneath the cotton covering of her bra. The flesh hardened as Joclyn sighed. Seated on the bench, Jack watched Joclyn touch herself. Then he reached out to her and placed his hand on her leg. Gently, he took hold of it and raised it so that her foot rested on the seat of the bench. The short skirt rose up her leg and her white lace fringed panties were revealed as her knees separated from the movement. Jack slid his hand up her leg and let his fingertips slide against the wetness that had began to seep from her pussy. Joclyn groaned as his fingers pushed against her lips and rubbed the fabric of her panties. She unbuttoned her blouse and slid it off. Then she removed her bra, letting it fall to the floor. She pinched and twisted her nipples as Jack slid his fingers into the leg opening of her panties and touched the sensitive skin hidden beneath. Desiree was spellbound. Stepping closer to Joclyn, Desiree leaned over and placed her lips upon Joclyn's left nipple. She gently sucked the hard pink nub, alternately giving it gentle tugs with her teeth, and flicking the very tip with her tongue. Desiree reached out and began to unfasten Joclyn's skirt. It was a wrap around, and eventually fell off to the floor. Joclyn dropped her leg for a moment so that she could remove her panties. Then she placed her leg back on the seat and took hold of Jack's hand. She guided it back to the wet opening, and using it as a dildo, began to thrust his fingers in and out of her pussy. His fingers made a wet smacking sound as they drove deep into her deep pink opening. Every few thrusts, Joclyn would push his hand hard within her, grinding her hips against the fingers as they wiggled about in her pussy. Joclyn moaned aloud, gasping as his fingers swirled about within the drenched recess of her vagina. This was more than Desiree could take. Pulling her dress up and over her head, she too was now naked. She touched the back of David's head, getting his attention. He released Jack's cock and looked up at Desiree. "May I join you? She asked. "By all means." David responded. Desiree knelt next to David and took hold of the base of Jack's cock. She felt its thickness, and enjoyed the slick feeling left by David's expert mouth. She held it out towards David and he smiled. David brought his face close to the tip and began to lick the head. After a few seconds, she pulled it back and placed her own lips over his cock. She sucked hard, providing a different sensation that made Jack groan and thrust his hips forward. She released it again and offered it back to David. This delightful torture went on as Jack's cock was traded like a piece of candy between two children. Joclyn watched this as Jack's fingers slid in and out of her pussy. Using her free hand, she began to rub furiously at her clit, feeling the onrushing orgasm sweep its way from all parts of her body and into her pussy. She began to buck against Jack's hand as the spasms took over and she splashed her cum over his hand. Her release was great, and the opaque sweet liquid ran down his wrist and onto his forearm. She held his hand hard against her, feeling another shock of pleasure each time her hips shuddered and his thumb rubbed against her clit. Jack was unaware of her condition though, as he felt every drop of cum in his body being coaxed out of his cock. Desiree and David were taking turns deep-throating Jack's swollen seven inches. Finally, leaving David's mouth in place, Desiree moved so that she could tongue Jack's balls, and as she sucked one of the small globes into her mouth, she heard Jack groan that he was cumming. David removed his mouth and stroked Jack's cock with his hand. From her position, Desiree watched the sticky white fluid erupt from the tip of his cock and shoot into the air. She released his balls and leaned back, watching David's expert hand sliding up and down the shaft, making Jack shake and twitch. Joclyn sat down next to Jack. They were both spent and barely conscious of their surroundings. However, David and Desiree were on fire. "Our turn." Desiree said to David as he stood up and she reached out for his belt. His shorts fell to the floor and his cock sprang up in release. Desiree took it in both hands and began to twist and turn the shaft, as though she was trying to gently twist it off. David leaned against the wall, enjoying each spin of her hands. Then Desiree cupped his balls and rolled them between her fingers. Suddenly, Desiree heard Joclyn say, "I call dibs on her!" Joclyn rose from her seat and took Desiree by the shoulders. "Climb up here." She continued, patting the seat where she was sitting. Desiree released David and sat on the bench, with her back against wall. Joclyn knelt before her and smiled. She placed a hand on each of Desiree's knees and slowly opened them. Desiree raised her feet until they were on the bench, and slid her bottom until her sex rested at the very edge of the cushion. Joclyn lowered her head into Desiree's lap and ran her tongue over Desiree's wide-open and cleanly shaved pussy lips. Joclyn delighted in the taste of her co-worker and sucked eagerly at Desiree's clit. Joclyn slid a finger into Desiree's pussy and gently scratched the inner top wall, searching for the sensitive spot. When she found it, Desiree clenched up and sharply inhaled. Joclyn removed the finger, as she wanted to wait for just the right moment to make Desiree cry out in relief. Joclyn flicked Desiree's clit with just the tip of her tongue. Then she placed her open mouth over Desiree's full pussy and sucked it all in. She wiggled her tongue into her hole as far as it would go, making Desiree thrash about on the seat. At one point, Joclyn was able to isolate Desiree's clit with her lips, and began to suck on it like a miniature cock. Desiree pushed her hips against Joclyn's wet face. "Joclyn, please, I can't take it anymore, make me cum." Desiree groaned through clenched teeth. Joclyn said nothing but slid two fingers into Desiree's pussy and began to rub the trigger spot at the top. That was all it took. Desiree cried out and tensed up, feeling the cum shoot out of her pussy like a fountain. Each spasm sent another stream of hot fluid from Desiree's pussy. Joclyn had never seen such an ejaculation from a woman. She was surprised as the sweet liquid shot past her fingers and the spray caught her full in the face. Joclyn brought her mouth closer to the hole, licking furiously at the wet flesh, trying to gather as much of the nectar as possible. She placed her mouth directly over Desiree's clit and sucked again, as if the liquid were coming from that engorged button of skin. Joclyn's sucking drove Desiree crazy, and finally, she had to grab Joclyn's head and move it off, just so she could catch her breath. When Desiree looked up, she saw David rubbing his cock along Jack's upturned buttocks. "Oh Joclyn, look." Desiree whispered. "I've never seen this in person before." "Me neither." Said Joclyn, turning on her knees to watch. Then she moved from her knees and sat down, leaning back between Desiree's outstretched legs. Unconsciously, she lightly ran her fingertips across the wet tip of her clit, keeping it aroused. Desiree played with Joclyn's hair as both women gazed while David's cock rested against Jack's tiny asshole. "Oh shit. that's great" David said, as the tip of his cock made it's way past the tight sphincter muscle, and began to slide inwards ever so slowly. Jack groaned at the feeling as his ass stretched to accommodate the cock slipping in and out in a steady rhythm. Jack adjusted his position so that he could stroke his own cock with his free hand. "That looks really great." Desiree leaned close and whispered into Joclyn's ear. "I know." Answered Joclyn. "I can almost feel it in my asshole." Suddenly, Desiree sat upright. "Want to?" She asked Joclyn. "Uh, sure. But how?" Joclyn responded, turning her head and leaning against Desiree's leg. "Be right back!" Desiree laughed as she rose from the bench and moved to the door. She opened it slightly and peered into the store. From her position, it seemed empty. Naked, Desiree made a run for the dildo display rack. She grabbed a medium sized strap-on dildo and turned to head back. Suddenly she saw a young man behind the counter, looking directly at Desiree. She froze dead in her tracks. She looked down at her naked body and at the shrink-wrapped cock. "Hi.ahh.can I run a tab?" She asked in a little girl voice. The young man smiled. "Sure." He said and went back to reading his magazine. Desiree called out "Thanks" as she ran back to the room. When she closed the door behind her, she saw that Joclyn had taken over for Jack, and was jerking off his cock, while David still fucked Jack from behind. David was grunting as his cock rubbed the tight walls of Jack's ass. He stopped every now and then and withdrew his cock completely, only to slap it in again much to Jack's delight. Jack was lost in the ecstasy of having his ass and his cock loved at the same time. "Here we go." Desiree said to Joclyn as she began to rip the long red colored rubber cock from the packaging. Suddenly, there was a knock at the door, and it opened slightly. "You forgot this." Said a voice, and a hand reached in with a tube of lubricant. "I'll put this on your tab too." "Thanks again." Desiree said as she took it and began to smear the clear gel all over the tip and shaft of the dildo. Then she wrapped the elastic around her waist and up between her legs. It lay just over her clit, and felt great as she pulled it tight. Looking up again, she noticed that the young man had not left the area of the door. In fact, he was peering as just as she had done earlier. She liked the idea of being watched. Somehow, it made it all even more erotic. "OK." Desiree said to Joclyn. "You want to give it a try?" Without a word, Joclyn assumed a position identical to Jack. Desiree leaned in close and running a finger up and down Joclyn's pussy lips. She gathered some wetness and placed it at Joclyn's asshole. She gently slid her finger in up to the first knuckle and Joclyn moaned with delight. Joclyn ground her hips back against Desiree's finger and said, "Try two." Desiree added a second finger and began to rotate them within the fleshy enclosure. "Oh yeah." Joclyn sighed. "That's nice. Very nice." Joclyn picked up the timing of Desiree's fingers and ground her ass against the hand. Keeping her fingers in Joclyn's ass, Desiree slid the head of the dildo against Joclyn's pussy. She slid it into her slippery hole and Joclyn groaned aloud. So did the fellow on the outside of the door. With her fingers still in Joclyn's ass, she could feel the hard rubber cock through the thin wall of her pussy and her ass. Desiree fucked Joclyn with the cock until Joclyn began to cry out that she was going to cum. Then, in an instant, Desiree withdrew her fingers and the dildo at the same time. Joclyn turned her head to protest, but the words were never spoken. In the same instant, Desiree had replaced her fingers with the dildo. It hesitated for a moment at Joclyn's asshole, and with a single thrust of her hips, Desiree sank it halfway into Joclyn's ass. Joclyn gave out a yelp of pleasure that caught everyone's attention. David watched Desiree fuck Joclyn's ass like a pro. Desiree had watched David and was imitating his moves. Suddenly, it was almost a race to see who could make their partner cum first. David began to fuck Jack with an ever-increasing rate, expertly keeping it deep and grinding up against Jack's buttocks. Desiree was short stroking Joclyn's ass, using quick but jerky thrusts, getting faster and faster. Joclyn's and Jack's grunts of ecstasy were almost in synch now as their respective assholes were filled to capacity with cocks. Jack reached down to his own cock and began to jerk himself off. Joclyn, seeing Jack, took his cue and placed her fingers against her pussy. She slid as many in as she could and fucked herself against her hand. The action of the dildo strap against her clit was driving Desiree over the edge. She knew she wouldn't be able to take it much longer and hoped Joclyn would cum soon. David too could feel the cum rising from his balls and began to shout out of his release. Just in time, Joclyn began to cry out, as did Jack and David. Each shot their cum against and into each other. Desiree threw her head back as her clit finally yielded to the beautiful relief and another spray of juice left her pussy and splashed against Joclyn's ass. Finally, the young man behind the door grunted his satisfaction, and all was quiet again. Back at work, Desiree and Joclyn sat in the ladies room for a few moments, trying to remove the flush from their skin and the silly smiles from their faces. They had decided that they would do all their shopping together.