Date: Tue, 12 Sep 2006 09:07:42 -0700 (PDT)

From: Karma <garnetbutterfly@yahoo.com>

Subject: Shopping at the Mall (Transgender)

Okay, so maybe dragging your husband along on a girls day out is a

stupid idea, but it didn't seem like a bad idea at the time - and it didn't

end up like one, either. Usually Jen and I get together once every week or

two and just go do girl stuff. We go shopping, we get our hair done, or we

try out new ice cream shops, or we see chick-flicks and eat way too much

popcorn. Usually we get together on a day when she has a babysitter for

her kids and I'm not in school and everyone's husbands are happily (or

grumpily) at their jobs. Except that when your husband is a teacher, well,

they get odd days off.

That still wouldn't have been a big deal, except that that was the

day I arranged to have the carpets cleaned. It made perfect sense - I'd

cleaned the house top to bottom, arranged for the carpet people to be there

bright and early, and then Jen and I would go shopping. That way nobody

would be home for several hours while the carpets dried. Except that the

school had a minor emergency. Something - probably squirrels but who knows

- had gotten into the heating system and built a nest, and as soon as it

got cold enough to turn on the heat a whole mess of sticks and grass and

junk had gotten sucked in, and they had to shut the heating system down

while it was fixed, and you really can't hold school with no heat when the

temperatures have suddenly plunged to the 40s, so the high school got a

free holiday. So where was he supposed to go?

We were just planning on going to the mall, and we all get along

well, so why not? Why not is because you and your husband and a couple who

are two of your closest friends may be VERY close and get along VERY well

under a lot of circumstances, some that you don't talk about in public

even, but that doesn't mean anyone's husband likes trailing along from the

bath & beauty store to the store with the cute little hats to.. you get the

idea. We stopped in the food court for lunch, and he looked like we'd been

trekking through the Himalayas, not the mall. Or maybe he'd have preferred

the Himalayas. Jen looked like she was pretty concerned as he slumped

there poking at the remains of a plate of Chinese food. I love the food

court - we don't have to argue about what we can all agree on for lunch.

Then she had an idea, and leaned over and whispered to me, and it seemed

like at least a perk, if not something that would totally fix it.

"OK, honey," I told him, trying to sound like this was a huge

concession. "Once we're done eating we'll go somewhere where there will be

stuff you want to look at. Promise."

I don't think he really wanted to look at ANYTHING in the mall, but

he was willing to give us points for trying - until we got to the front of

the store. Then he stopped. "OH no. Nope. I'll sit out here." He

started looking around for a bench, or a convenient patch of floor.

"But honey," I coaxed, "I KNOW there will be stuff you want to see

in here!"

"Yeah - I'd love to see it if you brought it home. Not here in the

mall."

"So come in and tell me what you want to see me bring home." I

argued. Jen was giggling.

"Guys only go in these stores at Christmas and Valentines Day." He

stated. "And they just grab something, and they don't look anyone in the

eye and it's probably the wrong size."

"You usually get me things in the right size." I pointed out. "And

in the right color. And style."

He was shaking his head. "C'mon." Jen told him. It doesn't make

you look like a sissy - it makes you look like a stud - you're in the

lingerie shop with TWO women."

Well, he considered that. Then she whispered something to him, I

don't know what it was exactly, but I'm guessing it wasn't just that he'd

get to see ME in whatever I bought, but if her husband said okay he could

see her too - and her husband usually says yes - as long as he gets to see

me too.

So we all forged bravely into the lingerie shop. There's actually

more than one in the mall, but I prefer this one. Women not only come in a

lot of different shapes and sizes, but they like different colours and

different styles, and I really really hate wandering through racks and

racks of the same 3 garments just because someone decided that was what was

in this season. For that matter, I also like a store that makes sense. If

they carry garter belts, they should carry stockings to go with them, and

vice versa. And it's a really big bonus if clothing that's supposed to

hold things up, or in, actually holds.

There weren't very many people in the store in the middle of the

afternoon on a Tuesday, so he started to relax a bit, and the store has

fairly comfy chairs - presumably for other hapless husbands to sit in while

their wives spend their money. He sat down while we looked around a bit,

and then I found a few things I wanted to try on and went to get a key from

the salesclerk. She was friendly and helpful, and then told him with a

wink "You can go in with your wife and see what she's trying on, if you

like."

He looked a bit embarrassed at that, but then pleased. The store

has a good point - a lot of women want this to look good to their

significant others, why not let them see? So he got to see me try on a few

things, and then Jen had found some stuff to try and she wanted my opinion,

so she and I went into the dressing room and he went back to his chair.

When we got out he was looking bored, and Jen got a mischievous look in her

eye. "I know what the problem is!" She announced. "We've been shopping all

day, but You haven't gotten to get much for YOU! We need to fix that!"

He turned red, but I sort of liked the idea. Not actually get him

anything, but what WOULD he look like in a negligee? Or a bustier? It

actually seemed sort of sexy. He started protesting, but the saleslady had

been listening, and when Jen went over to her and asked if they had

anything pretty in a "full figured" style she replied "Of course we do,"

and pretty soon she and Jen had found an armful of assorted satin and lace

undies. They went for the really frilly colours, too - pale pink, and

lavender, and even something with ruffles.

He really can take a joke pretty well, and there wasn't anyone else

in the store, so we finally ended up with all three of us (the saleslady

graciously didn't offer to help find a good fit) crammed into the dressing

room. We got him out of jeans and t-shirt, with Jen joking about at least

it was a good way to get to see him naked, and tried a floaty baby-doll

nightie on him over his boxers. Boxer shorts do not give the right look

under lingerie. They just don't. So we coaxed him out of the boxers and

into a matching pair of lavender ruffley panties, and that's when the mood

changed. He liked the feel of the panties. He liked it a LOT.

I suppose I shouldn't have been that surprised - I'd masturbated

him with my panties before. It just hadn't really occurred to me that he'd

react like this. I don't think it had occurred to him either. But I

noticed it, and Jen noticed it, and he noticed that we noticed it. It

turned me on. Honest - if it hadn't been a fairly small and fairly public

dressing room I think I would have just touched a bit 'to make sure it fit

right' and then taken the panties off him and done something about it.

It was Jen who spoke first. "Maybe we DO need to make sure you get

to buy things too," she remarked. He blushed harder. I couldn't help it,

I had to reach down and touch, just a bit. He wasn't as hard as he looked

- he was harder.

"Maybe Jen's right." I said. "It wouldn't be fair if you found

something you liked and couldn't get it."

He shook his head. I'm not sure he trusted what he'd say if he

tried to speak.

"Okay, maybe it wouldn't be fair if I saw something I really liked

and I didn't get to take it home." I tried.

He looked hard at me. "You really like this?" he sounded pretty

surprised. Well, okay, until I saw him that way I hadn't really thought

about it, but it was a turn on. A big one. Maybe the same way guys feel

when their girlfriend or wife wears nothing but one of their shirts around

the house half-unbuttoned.

"Yeah." I said. "I do. As a matter of fact, maybe we should turn

this into a girls' day out for ALL of us." He didn't catch my meaning, but

Jen did.

"You're right," she agreed. "We haven't stopped at the department

store and gotten make-overs for ages."

"Or gotten manicures." I pointed out.

"And we haven't done shoes yet - we were saving those for after

lunch."

He was starting to get the drift of this conversation, and he was

shaking his head, but that wasn't what I was watching. I was watching his

cock get even harder, if that was possible, and a small wet spot appear on

the panties where the tip of his cock would be. Just to be sure I added

"His hair's long enough, with the right make-up and hairstyle, I think he

could pass."

I was right, the wet spot got a little bigger when I said that. I

looked up at him. "Please, honey? Nobody but us will know anything more

than it's a silly joke."

He was wavering about it. I could see it. "But what if someone sees

me who knows me?"

"We're a ways from home, and it's not a very crowded time of day,

and besides - if they do a good enough job with the make-up anyone who sees

you WON'T know you." I pointed out.

"But what do I get out of it??" he asked.

I smiled. "You get to go to the bathroom to change into the

panties as soon as we get out of here, and I'm going in with you to make

sure you get them on right." I told him, and started to reach out to touch

him to prove my point, but he grabbed my wrist.

"No. No touching me here, or you're going to have to explain more

than a joke." he said.

So we let him change back into his clothes, and we gathered up the

babydoll and the panties with my selections and Jen's. It occurred to me

that if I helped him put the panties on as well as I wanted to we'd need at

least one spare pair, and then it occurred to Jen that if we were going all

the way on this we'd need stockings, so we had quite a pile of items when

we got up to the counter. He hung back, embarrassed, but either the

saleslady was good at her job or she'd seen much stranger things before.

She just laughed and said "Looks like someone lost a bet - I'm not even

going to ask what it was," and rung our purchases up.

Back to the food court so we could find a bathroom. Specifically,

we needed to find one of the single-room ones that they have for

handicapped individuals, or parents with small children, or anyone else who

might need more people or more privacy in a bathroom. I took one of the

bags from the lingerie store, the one with the guy size lingerie in it, and

we went in while Jen settled down to wait. It probably would have looked

too suspicious if we'd all three gone in, but I was determined she'd get a

fashion show when we got home.

In the bathroom he was reluctant and eager at the same time. But

he agreed to take off the jeans, and the boxers, and let me slide the same

pair of panties up over his hips. He still hadn't calmed down totally from

the dressing room, and with the panties back on he was rock hard. I

stroked down the front of the panties and he groaned. That wet spot

re-appeared. He clearly wanted me to do more, but he warned me, "If you

keep up much of that I won't be able to wear these for you while we finish

shopping."

I think he was hoping for that, actually. A little quick fondling

in the restroom and a nice change back into the familiar boxers, and we

could go about the afternoon normally. "I'll risk it." I said, and kissed

the tip of his cock.

"Oh god!!" he groaned. "If you keep that up..."

I kissed him again, and then rubbed my cheek along the side of his

cock. The feeling was so unique - he was so hard, but it was covered in

that silky fabric. It felt good to me, but it must have felt way better to

him, because he gasped and then there was warmth against my cheek soaking

into the satin as he came.

He leaned back against the wall, shaking. "Oh god honey. That

felt so good. Oh GOD." Then he smiled at me, "But I guess I won't be able

to wear these around the mall after all - they need to be washed. I could

see a hint of relief in his eyes - it could all go back to normal.

I just smiled at him, wiping my face with a paper towel. "That's

okay honey, you go ahead and take those off." Then I reached into the bag

again. "I have another pair."

Oh my, the look on his face. Shock, and a little disappointment

losing fast to excitement. He couldn't rise to the occasion quite that

soon, but he was definitely interested in the new pair of panties, just the

same as the first except that these were pale pink, not lavender. Along

with the panties it only made sense to put on the stockings too, which of

course had to have a garter belt. He might not have been able to get it up

again quite that quick, but he wasn't exactly soft by the time we got those

on.

And then I showed him what else we'd found, and just casually

bought with the rest of the undies while he was so carefully looking the

other way. A nice lacy bra, one with pockets for those gel-filled pads

that add a bit to the cleavage. Jen and I figured if we put two pads in

each cup it would fill the bra out pretty well, but of course he couldn't

wear that until we had the make-up and new clothes. But I let him look.

He gets turned on all the time seeing my bras flung across a pillow, or

towards the clothes hamper, or hanging up drying in the laundry room. We

even played a fantasy once where we were "teenagers" and he "found" one of

my bras hanging up and masturbated with it and I "caught" him at it. I

still get hot thinking about that day. Why shouldn't he get turned on

thinking about his own bra?

"Did you get everything fixed?" Jen asked innocently when we came

back out, just as if we'd only been repairing a torn clasp or something. I

nodded, and he blushed, but he did lift the leg of his jeans just enough

for Jen to see that under the converse high-tops he was wearing seamed

stockings, not sport socks.

We headed down the mall to one of the big department stores. It's

not one either of us shop in all that often, which was why we chose that

one - less chance of anyone recognizing us. And we planned our strategy to

make it look innocent - or at least as innocent as possible. Also to let

Jen have a little fun, at least, since she hadn't gone into the bathroom

with us. When we entered the store, He and Jen were the couple, and I was

the friend, and he'd lost a bet. Jen was perfect at the make-up counter.

She explained it all to the amused cosmetics clerk. They'd had an argument

over who had to do more work, men or women, and if he won then she was

going to have to play a full game of golf with him (my husband doesn't even

play golf), but if she won then he would have to spend a day as a lady; and

three internet sources plus a call to a local college psychology department

confirmed that in terms of hours of strenuous or tedious labor women still

had more to do than men - especially with so many women working outside the

home as well as being primarily in charge of cooking and cleaning and

childcare.

He submitted to the facial while Jen and I sat on either side and

had facials too. They're very relaxing, just the thing for those poor,

overworked housewives. Although one of the women doing the facials

remarked that if he was going to spend the day as a woman then he ought to

be at home doing the dishes. Jen just smiled and said that would be later.

Actually, it probably would be - my husband almost always does the dishes -

I hate doing the dishes, and he hates doing the laundry, and we both think

it's perfectly fair. But no one else needed to know that just now.

I snuck glimpses of him as he was getting the facial - he looked

like he wasn't sure why women even put up with all this, but at the same

time like it might be nice. I think the only part he didn't like was that

they have this waxing procedure for women who have a bit of facial hair,

and they did that to make sure his skin was as feminine as it was going to

get. Then we let them go at it with make-up. The store usually has coupons

where they'll do a free or really cheap makeover. The idea, of course, is

you'll fall in love with your new look and buy $100 worth of make up to try

to replicate it yourself. I don't think they thought my (temporarily

Jen's) husband was likely to fall in love with his new look, but Tuesday

afternoons are slow, and it was funny. We had several extra assistants

gathered around offering advice as he got his new look. They really went

to town - plucking his eyebrows just a bit, and holding up little colour

cards next to his eyes to decide on eye shadow colours and everything. One

of them even combed his hair out while Jen went off to the accessories

counter and bought plain gold-colored barrettes. By the time they were

done he did look feminine from the neck up. Very feminine. Pretty,

actually. They turned him to see his new look in the mirror, but I was

watching his crotch, not his face, and I saw a hint of a reaction much more

telling than whatever was on his face.

He was complaining, but good-naturedly, as we left cosmetics and

headed for the clothing department. Word of their special customer had

evidentially traveled ahead, because when we got there there were already

two salesladies who had picked out some things they thought might help us

out. We sort of had a dilemma. It had to be a dress or skirt - not

pants. On the one hand, a boring business suit wouldn't really help the

girly feeling, but it would look more natural. Slinky evening gowns were

right out. Something frilly and ruffley would be wonderfully in the spirit

of things, but it wouldn't pass for normal as well back out in the mall.

We finally found a combination that worked. A knee-length denim

skirt that flared out was feminine but casual. A pale pink blouse with

just a bit of ruffles down the front made it look more feminine, and evoked

just a hint of a school-girl feel. And a skirt meant that he had to have

the hose and he could wear heels, which Jen and I both agreed were a

necessity. The shoes were a nice, sensible 2 inch heel pump - wouldn't

want to make it too difficult to be the new girl. They were a nice plain

black leather. They matched the small purse we bought him, too. Every

lady should have matching purse and shoes. We added a nice gold necklace,

and two thin gold bangle bracelets to replace the man's sport watch on his

wrist. Oh, and a thin gold ankle bracelet. It's really kind of surprising

how much sexier one little gold chain makes a pair of black heels. The

final touch was a silk scarf in a neat pink and black hound's-tooth pattern

tied loosely at the throat. It camouflaged his adam's apple and gave him

one more thing feeling silky and feminine against his skin.

The salesgirls thought it was a hoot . They let him change in the

dressing room and Jen and I helped him get everything, even the new bra and

padding, into place. He really liked the look of himself in the bra. As a

matter of fact, he liked it too much. It just ruins the line of the skirt

if your cock is making a tent in the front, so Jen gave him a quick hand

job while he watched himself in a bra in the mirror. A wad of kleenex made

sure he didn't have to change panties again. That would have been a

bummer, because the pink frilly panties and pink lacy bra and pink ruffled

blouse all went so well together.

Finally he was all together, and as a parting gift the cosmetics

lady let him have a sample bottle of perfume so he'd smell nice. By that

time I was starting to have a hard time really thinking of him as a guy.

He was still my husband, but it was almost like SHE was my husband, and it

was us three girls out to the mall. We left the department store to

whistles and cheers from the salesgirls. He was taking that pretty well,

but then a couple of guys near the front of the store looked over to see

what the commotion was about, and THEY whistled - and it was pretty clear

they weren't limiting their appreciation to me and Jen. He blushed, and

that made them appreciate her..him..her..whatever even more.

The next stop was the little boutique that does nails. His hands

were pretty much the only thing that would give him away, and they weren't

too bad, but we thought it could be better. We also wanted to see just how

effective the outfit was. I'm biased, but I think it was a success. The

nail salon was all the way at the other end of the mall, and no one gave us

any funny looks. Oh, they looked all right. Not crowded doesn't mean

deserted. The funny thing is that he's used to being on the lookout for

guys staring at me, and snarling at them if they look like they're going to

make a pass at me, but he's not at all used to guys checking out HIS butt.

He was so busy getting the hang of walking in heels that he didn't even

notice the trio of college guys checking out his rear view. And in that

skirt it was a very nice rear view. The skirt didn't quite cling but it

didn't quite hide the curve of his butt, and there was the added sway to

the hips that you get when you wear heels. I'm pretty sure they

appreciated the anklet and the seam of the stockings and speculating about

what held the stockings up. I'm positive that the idea of what all was

really under the skirt didn't even cross their minds.

Since we'd all been shopping, and we'd put his old clothes in a big

bag from the department store, his hands weren't really obvious anyhow. At

the nail salon the girl at the desk just greeted us with "Manicures,

ladies?"

Jen just said yes, and they got all three of us settled down in

chairs. None of us said anything about his hands, or gender. Jen and I

both wanted to see how far we could pull this off, and I think he was

afraid that his voice would give it away. But then they started the

discussion about fake nails or not, and what colour polish, and he had to

reply a bit when they asked a direct question, and I think being in that

get-up made him a bit uncertain, because his voice didn't; have the usual

male decisive tone to it. It was still low, but not obviously male. He

asked me for my opinion, and I took one of his hands to look at, and I

think it was the contrast between my hand and his that gave it away - and

even then all the girl did was raise an eyebrow. Maybe she would have

thought he was really a transvestite friend that we were helping out or

something, but Jen laughed and confessed the whole "story" - the same

version we gave the clerks in the department store.

At that point the girls there had the same reaction - they really

wanted to help us do this right. So they decided on a really thorough

manicure treatment involving waxing (again) to remove the hair on the backs

of his knuckles and a warm paraffin treatment to smooth the skin and fake

nails so they'd be longer. They did decide to use the easy to remove

nails, though. Long pink fingernails might not be the best thing to wear

pack to work once they got that heating system fixed. We chose a nice shade

of pink polish to match the blouse (and the underwear) and they went to

work. Less than an hour later we all had beautiful hands, and the

transformation was totally complete.

As a final test, we passed the lingerie store on our way back out

and Jen and I waited outside while "she" went in and made a purchase. It

was a total success - that same saleslady didn't even recognize "her", and

my husband got another new negligee for himself - or herself.

"What we need now is dinner." Jen announced as we left the mall.

She was right, it was getting late, but we didn't usually stay out past

when her kids and husband came home. But I could tell she had an idea, and

I was right. She pulled her cell phone out, and after a couple of calls

she'd arranged for her mom to baby-sit her kids, and for her husband to

meet her and me and "a friend of ours" at a restaurant. That was more than

my husband had bargained for, but before he could say anything Jen pointed

out that at this point, he really needed a female name. That totally

floored him. He just stood there staring at her. I think he was afraid

that maybe Jen really would prefer it if he just stayed a girl, but she

pointed out that her husband would be the perfect test on the costume, and

we'd have to introduce them somehow.

So we argued about names on the way to the restaurant, and decided

that it had to be close enough that he'd remember to respond to it or if

someone started to say his real name they could catch themselves. So there

was really only one choice. My husband Steven, who sometimes went by

Steve, became Stephanie, who sometimes went by Stevie. The rest of the

drive we coached "Stephanie" on some of the finer points of acting ladylike

in a restaurant.

Jen's husband is a great guy, and I love him a lot, but he isn't

always apt to catch the subtle stuff, especially after a long day at work.

When we got to the restaurant he Gave Jen a big hug and a kiss, hugged me,

and extended his hand very politely and told Stephanie how nice it was to

meet her. Then he turned to me and asked if we were waiting for Steven to

show up. Jen got a case of the giggles, I developed a coughing fit, and

Stephanie blushed. Jen's husband still didn't get it.

When I recovered from trying not to laugh I replied "No, Steven

won't be here tonight. What you see is what you get."

He grinned and flashed Stephanie an appreciative look. "I like what

I see." Jen went into another fit of laughter. When she got herself back

under control he asked, "am I missing something here?"

"No." She managed to reply. "It's fine."

He was still concerned. He turned to Stephanie. "That wasn't an

inappropriate thing to say, was it? Jen doesn't mind that I enjoy looking

at women." He winked at Jen. "She does too."

My husband actually managed to keep the situation under control.

Only blushing a bit she replied, "That's okay. I do too sometimes."

I thought the voice might give it away then, after all, our

husbands hang out together a fair amount, but it didn't. Jen's husband was

clearly thrilled to be taking three lovely women out to eat. He managed to

look smug as the maitre'd raised a congratulatory eyebrow and found seating

for "One gentleman and three ladies, this way please."

He managed to find compliments for all three of us as we ordered

drinks and appetizers. Then he remarked that he surely would have

remembered it if he'd seen Stephanie before, and asked how she knew us.

Since he had his arm around Jen the remark was clearly meant to be a simple

compliment, not a come-on, but at the same time I think he was trying to

figure out if perhaps Jen had found another girl she found attractive

enough to invite over for a sleepover. Since he had his arm around Jen he

also felt it when she tried to stifle another fit of giggles, which I think

was reinforcing his idea that perhaps Jen had found someone else she wanted

as a special friend as I replied that actually, I'd known Stephanie a

little bit for a while now, but we'd happened to meet up in the mall today.

Then I told him that it was a little confusing for me because Stephanie

sometimes went by the nickname Stevie.

I thought even that was going to sail over his head when he did a

double-take and stared at Stephanie. His jaw dropped. "Good GOD. How the

HELL did they talk you into that?" he demanded.

"Stevie" started to blush, and stammer something, and then shrugged

and looked at Jen. "You explain it," he said.

So she did - the real version, which as I thought included the

initial bribe that he'd been invited to see Jen model whatever she bought

for herself at the lingerie store, and express his appreciation in tangible

ways subject to her husband's approval. She and I took turns describing

the make-over. We left out the episodes in the bathroom and the department

store dressing room, but I think he inferred it. And I don't think he

minded.

When we finished explaining he said, "So, let me get this straight

- umm, not a good word choice. Let me see if I have this down correctly.

If you let the girls buy you lingerie, you get to see both of them in

theirs. And Jen's offered to have the two of you stay the night as long as

I approve."

"Well, actually," Jen explained, "Mom is happy to baby-sit tonight.

It makes more sense to go back to their place."

"Okay," he agreed. "So if I agree, do I get to see YOU in YOUR

lingerie?" He wasn't asking me, he was asking "Stephanie".

I don't think "she" really thought he'd actually go that far, but,

well, they had both been in bed with both of us before. Still, Steven as

Stephanie really did feel like a different dynamic. Someone we all got

along with, but not quite the same. And it seemed pretty clear he wanted

them to have their hands on each other. Stephanie nodded.

We didn't exactly rush through dinner, but we didn't linger either.

Since we'd taken Jen's car and her husband had driven his, we divided up

into couples and He and Jen went in his car while I drove Jen's car back

home. For a moment I actually felt a little unsure of myself, like I was

with a stranger. Then we started talking about the day. I'm not sure if

he was having a harder time wrapping his mind around looking that much like

a girl, or that he liked it that much, or that I didn't; mind. Any way you

looked at it, though, it gave us a lot to talk about, and I was getting

pretty hot and bothered by it by the time we got home. Jen and her husband

had beaten us by a few minutes, and they have a key to our house, of

course, so by the time we got inside they'd dragged the furniture back into

place in the den. I'd completely forgotten that the start of the day had

been with the carpets shampooed. So much had happened.

Apparently their conversation had been along the same lines as

ours. Jen's husband asked "Stephanie" to tell him more about the shopping

trip and sent us girls up to the bedroom to change into our new lingerie.

We took our time helping each other. We freshened our make-up and perfume,

and Jen borrowed a pair of high-heeled shoes from me. And we snuck in a

few kisses and gropes. When we got back downstairs there was a lot of

appreciative looking, and kissing, but it was pretty clear that what we all

wanted to see was my husband strip.

He was pretty embarrassed, but at least half of that was because it

was turning him on so much. Jen and I settled down together on the

loveseat and we watched "Stephanie" take off her scarf, and then unbutton

her blouse. I wanted to reach out and touch, but I didn't want to spoil

the show so I had to settle for squeezing Jen's breast. Then the skirt

came off. Then she shrugged the blouse all the way off and let it fall,

and damned if it didn't look very feminine, and very sexy; all except for

the spot in the center of the panties that was starting to stick out more

and more. I glanced over and Jen's husband looked like he was suffering

from a similar condition.

Then I handed my husband her sheer, slinky negligee. It flowed

perfectly over the bra and panties and garter belt and stockings. She

could have been a pin-up girl. Jen's husband had to unzip his jeans to

release the pressure, and we made "Stephanie" pose while I took pictures

with our digital camera. And then we let Jen's husband stand up and kiss

Stephanie and lead her back to the couch. It was so incredibly hot to

watch.

All my experience watching guys who were really turned on but kind

of unsure and almost wondering if they were going to do everything wrong

had been when I was just as shy and inexperienced. I don't know if anyone

else has wanted to watch a guy who is so turned on and has enough

experience to know what he's doing and at the same time is treating the

girl he's with like she might explode or vanish. Like she's his first.

I've always wanted to see that combination of lust and stage fright when I

wasn't suffering from the same thing too much to enjoy it, and I finally

got to.

He pulled her in closer, kissing her like he couldn't get enough

and running one hand through her hair while the other felt up her breast.

I don't think logically anyone could feel much touch through two gel pads

inside a bra cup, but the mind really is the most sensitive sexual organ we

have. Stephanie acted like she really felt it, and apparently it felt

realistic enough to be enjoyable from the other side.

Then he started both hands down at her calves and stroked them up

her sides, up under the negligee. That's another benefit to a sheer fabric

- you can see what's going on, but the illusion that it's hidden a bit is

even sexier. By that point I don't think either of them were even

remembering they had an audience. He slid his hands around her back,

caressed her sides, laid a trail of kisses along her collarbone. It was

obviously getting her awfully turned on, her cock was really stretching out

the front of her panties, and finally she couldn't take being passive

anymore and her hands, with those perfect pink nails, started edging his

jeans down.

He helped, and her hands cupped around his cock while he lifted the

negligee off over her head and resumed kissing her. I wasn't sure how much

longer either of them were going to last, so I whispered to Jen "I'll be

right back," and ran upstairs to get something I should have brought down

in the first place - the "toybox" that has our collection of vibrators and

scarves and floggers and condoms and lube. Especially tonight, the lube.

I got it out when I got back downstairs and set it on the end table by the

couch. A glance to the side let me know Jen's husband - or maybe at the

moment my husband's boyfriend - had seen it, and a glance at me let me know

he appreciated it.

He carefully slid one hand down the back of her panties, caressing

and squeezing her butt. I was getting so turned on, and Jen was too. She

started playing with my tits as I sat back down. She'd turned to be able

to watch better, so it put me sitting n front of her, almost like I was in

her lap. I reached out to touch her back and we settled in to watch.

They needed the lube soon. He eased the panties down in back and

dripped just a bit on so he could slide his finger carefully inside. Made

me really glad I'd insisted that the panties be worn over the garter

belt. "So tight," he murmured to her. "You haven't been with a guy before,

have you, sweetheart?"

If you'd asked me before today, I'd have been pretty sure that

having a guy say those words to him would make my husband put said guy

through the wall and go hunting for a shotgun, but clothes make the man -

or woman, I suppose, and this wasn't the same person. She shyly shook her

head. I felt dampness between my own legs. That was another turn on. I'd

always liked it that my husband had had enough sexual experience when we

met that we both knew what we wanted - it made me feel secure that he

really wanted ME - but it was fun when we'd role-played situations where

one or both of us had much less experience. This was like that.

"Don't worry baby," he reassured her. "I'll be very gentle. I

won't do anything you don't want me to." They were both clearly enjoying

this. "You do want me to, don't you baby?" he asked. She nodded.

He caressed her and worked more lube inside her and I could only

imagine how it was feeling. Watching it was driving ME nuts. I was happy

to let Jen slide one hand down between my legs.

"I'm not going to let anything happen to you, baby," he said. He

kept one hand caressing her while he slid his boxer shorts off with the

other and reached for a condom out of the toy box. He handed it to her.

"Put it on me." He directed.

I suppose that's one area a girl who's usually a boy has over most

girls when losing her virginity. She knew how to apply a condom. He made

sure there was plenty of lube on the condom, and more between her legs, and

then pushed her so she was kneeling on the couch and carefully slid himself

inside. "I'm going to go slow. Tell me if anything hurts, and I'll back

out."

I didn't think Jen's husband had had much experience at this

either, but he was doing beautifully. Jen sucked in her breath. I let my

hand find her pussy, and she was as wet as I was. We touched each other

while we watched our husbands fuck. He slid in and out so carefully at

first, and then a bit faster. The wet spot on the front of the panties was

growing. Jen's husband ran his hand over it. I wondered which of them was

going to come first. He was biting his lip, fighting to stay controlled,

and then he finally couldn't hold on anymore.

"Oh god. I'm gonna cum. I have to cum," he gasped.

"That's.... okay," she panted out. He came, and that must have been

the last thing it took. No hands were necessary for my husband to squirt

cum out through the front of her panties, dripping onto the couch. A tiny

corner of my mind was awfully glad they were in that position, not getting

anything on the just-cleaned carpet, and then the rest of me surrendered to

Jen's hands and her mouth on my nipple, and apparently she was just as

affected by it as I was because I felt her body clench around my fingers

and she moaned.

It took us all a bit to collect ourselves. I think the guys were a

little surprised at themselves. And probably a lot wanting to try

something like it again. Jen's husband seemed to be eyeing the dropped

negligee awfully hard.