It was late January and I was at the mall shopping. The holiday rush was over and the entire mall was very quiet on a weekday afternoon.



I do not like trying on clothes, but I dislike returning items even more so I do it when necessary. Today I had taken the afternoon off to shop for a friend's birthday and maybe update my wardrobe a little when a sweater caught my eye. A clerk directed me to the changing rooms. Even though this was an upscale mall, I saw the changing rooms had the style where they were very concerned about shoplifting. The rooms were not off in a separate corridor, but on a wall in the back of the main store. Instead of private rooms with doors, the rooms had a pull curtain which allowed a pretty clear view of a person's legs. However, the store was essentially empty and the rooms were obscured by some racks of clothing, so I was not concerned. Sometimes this kind of changing room without privacy would be enough for me to go somewhere else if the place was busy.



I went in and hung up my coat. I closed the curtain and faced the mirror as I removed my shirt. I was dressed casually, jeans and a pullover navy blue crew sweater. The curtain was in two pieces that you pulled together at the center. I saw there was a small gap where the curtain came against the wall and I noticed some movement, but I could not see any details and thought I was just being paranoid. I tried on the new sweater. I liked it, but it was too big.



I got dressed again and left the changing room. There was no one nearby, but the store was essentially empty so I suspected the movement I sensed had likely been the man now looking at clothing. He was maybe about 50 and well dressed. He looked like he come from work and it appeared he was shopping for his wife as the clerk was giving him some suggestions.



I heard him comment, "No, she is more like her size," as he looked over at me. I had found my sweater in a smaller size when he and the clerk approached me holding a red cocktail dress. The clerk had been holding it up to herself, but she was only about 5 feet tall and somewhat overweight while I am 5'7".



"Excuse me, I am trying to pick out an anniversary gift for my wife and I was trying to decide on this one. You are about her size. Would you mind very much holding this up to you? I like this, but I am concerned it is too much for her."



I could see what he meant; it was pretty but slinky with a plunging neckline and a short hem.



I smiled and said, "No problem, but did you say this was her gift or your gift."



I held it up to my body, but it is very difficult to tell where the hemline or neckline comes when a dress is on a hanger, so I am not sure what was gained. The clerk came back and echoed what I had said, but also told him his wife could return it if she did not like it.



He said he hated to do that, as they were going to be traveling soon and hoped to take the dress on the trip and there was not a lot of time left. He hoped whatever he selected would be close to the correct size. He had been very polite and well mannered, so I thought to help.



I said, "I am trying on the sweater anyway, if you like, I can put it on to help you decide."



I realized this could appear forward, but I really only had the intention of being helpful. He responded with a courteous attitude; expressing his gratitude and apology for the inconvenience. In my view, courtesy begets courtesy, so not being in a hurry, I did not mind. I took my sweater and the dress back in the changing room. I tried on the sweater first. It fit well now, but the room was small and the mirror was very close. I went out to get a better view with the three-way mirror in the store.



The man said, "I think I changed my mind and will get her that sweater instead." I knew what he meant; it did look pretty good, form fitting and a shimmering fabric. I would intend to wear it with a classy skirt for work. His comment was friendly, a little flirtatious, but not overt.



I responded, "Ha-ha, too bad, I am going to get this one. Give me a second and I will try on the dress. I would have done it first if I thought you were waiting, sorry."



He said, "No, no, take your time."



I went in again and took off the sweater and jeans. I had not noticed anyone outside as I was trying on the sweater, but now I could tell he was nearby from the reflection underneath the curtain. I wondered how it looked as my jeans dropped to the floor and he could see my bare legs. I put on the dress and there were a couple of problems. First, it was too way too big. Frankly, when they had handed me the dress I had not looked at the size. Secondly, I could tell my bra looked stupid in this dress. It was fine for a sweater with a crew neck, but with the plunging neckline of this dress, it was a huge distraction.



I slipped off the dress and poked my head out the curtain as he was standing outside waiting, "Could you ask the clerk to bring it one size smaller?"



He smiled, "Sure," as I handed him the larger one.



After a few moments, I heard him say, "Hello?"



I poked my head out again as he handed me the smaller size. During the mechanics of hanging up the dress and closing the curtain, I realized he might have had a short glimpse of me, whether directly or from the mirror.



Inadvertently, I had closed the center gap in the curtain, but by doing this I had created a small gap between the curtain and the wall. Not much, but enough so I could look at the correct angle of the mirror and see outside. I also noticed the man had shifted his position and I suspected he could be trying to look.



Should I glare at him, close the gap, or move over within the changing room to eliminate his view? My thoughts complicated more as I realized the thought he was looking at me was mildly exciting and my nipples were suddenly hard. A lot was going through my mind quickly, but I acted as though I did not know he was looking.



I had certainly not gone to the store intending to allow anyone to watch me undress. Had I realized as I used the changing room there was a chance of someone looking at me, I would have been much more careful. Now that it had inadvertently happened, I knew I was a little turned on.



I have been nude in public before, but the context was different. I enjoy nude beaches very much, but when others are also nude and that is the custom, it is no big deal. I have been to Europe many times and the standards for saunas and spas are very casual about nudity, normal beaches are topless for women.



Other than nude beaches, I had some exploration of public nudity during the last couple of years such as a 'strip golf' adventure on the Hawaii golf course and on a boat during my travels to Florida.



So while I am not a prude by any means about nudity, this was a completely different situation. The exhibitionist angle was present, but also contributing was the fact this was in my home arena. I have been adventurous on occasion, but it had always been when I was traveling. The idea people did not know me provided freedom and that feeling of anonymity was a part of me letting loose of my inhibitions. I did not know this man, but this was within my 'home court' and I was feeling conflicted.



So even in my own mind, I was not entirely clear about why the little peep show was appealing. But even without having all of that worked out, I found it very exhilarating and I liked the feeling of being turned on this way.



I took the dress off the hook and examined it slowly to prolong the show as I acted as though I was reading the tag. I took the dress off the hanger and slipped it on. It actually fit beautifully and would have been exactly the kind of dress I would have wanted to wear to a fancy occasion. I had on black bra and thong which were not the sexiest ones in my drawer, but I did not expect to be putting on a show. The bra was very prominent in this dress, both the shoulder straps and the bra itself in this neckline. As I moved around a little, I could tell he was still there trying to get a glimpse. I wondered how much he could really see through the curtain gap, but I was not bothered.



I lowered the dress enough to take off my bra. I stood there and looked at my hard nipples in the mirror. I wanted to touch my breasts and I would have had I had these feelings in private, but I resisted the temptation. I noticed he turned his head as if to check whether anyone else was watching. He looked again as I started to put back on the dress. The dress looked great, I had to admit. It was flimsy material, so I would have worn the right kind of a bra with it, but as it was now, my hard nipples were prominent.



I opened the curtain and came out. He must have sensed I was coming out as he had moved away. I knew he had been watching, but I guessed he thought he had gotten away with it.



I came out and saw him, "Well, do you still want the sweater?"



"Wow. No, I think I should ask her to wrap this up right away."



Of course now it was appropriate for him to be looking at the dress. I was only the model. But I wondered how much he was now envisioning his wife in it, remembering the glimpse of me in the dressing room, or looking at my breasts under the thin material.



The store was still empty and I walked over to the three way mirror again. I actually liked the dress for myself. It was flattering to my figure, sexy but not sleazy. He had followed me over with the clerk and they were both complimenting how it looked. The hemline came just over the knee, the waist was flattering and the neckline was definitely eye catching.



The clerk asked him how he thought it would look on his wife and he commented the length was correct and although his wife was smaller on top, she enjoyed wearing plunging necklines. I have natural 34C breasts on a 5'7" frame with a 115 pound athletic figure. Not bad for a woman 34 years old.



I realized he was observing me on multiple levels and I had been enjoying the attention. As this was January, my skin was rather pale and I thought maybe red was not the most flattering color.



I asked the clerk, "Do you have this in black? I like the red, but maybe that is not the best color without a tan."



She said, "We have black and turquoise; let me see if we have them in your size."



She came back with both to show me the colors, but only the black one was in my size. I took it and headed back to the dressing room. Now that I was enjoying the modeling and knew how to control the changing curtain, I went back and increased the gap where he had been looking before. I slipped out of the red dress and placed it on the hanger and hooked it up.



He was standing about 6 or 8 feet away near a rack of coats as before. I was standing topless in my thong again and as I moved around a little, I am sure he got different views. My nipples had remained hard the entire time and on impulse I slipped off my thong and let it fall to the floor. I lifted it with my toes and placed it on the bench. As I moved around again, he had ample opportunity to have a peek at my butt. I was not bothered he could see my nude body. It was thrilling and I knew from the tingling in my pussy I was wet. As before, I resisted the temptation to touch myself.



I poked my head out again, "Oh, you are still there, good. Could you see if the clerk could come over?"



He gave a big smile and said, "Sure, but are you going to let me see the black one too?"



I smiled back, "Yes, but we need to see if she has another black one in this size, this one has something on it." I handed it out to him, and pointed out what looked to be something oily looking.



The clerk had come over and saw it herself, "I hope that did not get on the other clothing."



As she went back to get another, I remained standing holding the curtain as someone might peek out from a shower curtain, using it to shield his view. However, because of the mirror behind me, this would have allowed a pretty good view of my backside.



He said, "I am really grateful for your help. My name is Steve, by the way."



He held out his hand, but I laughed and said, "I'm Beth, but you will have to excuse me, my hands are a little full at the moment."



He laughed too, "Sorry."



The clerk had come back with another black dress, but she said "This one is clean, but it is the last one we have in that size."



She handed it to me and walked back to the counter while Steve lingered. I described him earlier as about 50 years old and well dressed, but I should also say he was not extraordinary. I would say he was about 6 feet and maybe he could have shed a few pounds, but not overweight. He had a full head of most gray hair, your normal businessman.



I said, "Back in a minute."



I went back inside as I pulled the curtain closed and again set up his 'window'. I noticed he was closer now. I stood totally nude and I thought about him watching me. I had made no attempt to 'catch him' but I did glance up at the right angle to see him staring at me. He might have seen my look as he quickly shifted his gaze and position again. Clearly he was looking but wanted me to remain unsuspecting.



I slipped on the black dress and saw like before, it fit wonderfully. I am always partial to black, maybe the contrast with my blond hair, but this would have been the one I would have selected. I opened the curtain but did not step out.



I looked at Steve and asked, "So, do you prefer the red one or black?"



He walked over and looked me over, "Well, I think you could make a burlap sack look good. I think the black looks spectacular on you, but I think my wife would prefer the red one."



The clerk came over now and I needed to step out so they could both see. She had brought over some accessories, obviously trying to get him to spend more. She held up a couple of different wraps and coats, a couple of elegant purses. This store did not sell shoes or I am sure she would have brought some over.



I had no idea whether the clerk suspected anything or not, she seemed focused on the sale, probably meaning she worked on commission. As an older woman who was on the short side and a little overweight, she was certainly not in the job to use her looks with male customers. On the other hand, she had all the answers about the store's stock and a very nice attitude. Not the pushy type who annoy customers. I did not think she was paying that close attention to my interaction with Steve other than I was being very helpful to her making the sale, but if she had noticed anything, she was keeping it to herself.



As I stepped over to the main area and the three-way mirror, I said to her, "Whatever your commission, I think you should give me half."



Everyone laughed and Steve said, "So if I tried to get out of here without buying anything, you would both kill me."



I felt a little like a model, it was a lot of fun. I had been out there for about 15 minutes during all of this. Sometimes when the clerk would be collecting up something else, I could catch Steve checking me out. I had leaned over a couple of times to pick up some of the items and the way the dress hung, he got some chances to see a lot of my breasts.



For a moment, I had lost the exhibitionist streak and it was just a normal experience. But when it was time for me to go back to the changing room and I had to decide whether to leave the 'window' open or not, I got the earlier thrill back immediately and maybe even left it open a little more this time.



I slipped off the dress and stood nude again. I was actually disappointed that I could not see Steve standing in the same spot as before. It did not remain that way for long though. First I noticed him come back and pause at his previous spot, but only for a few seconds.



Then I heard, "Beth, did you get dressed yet? If you are willing, there is one more I would like to see."



He was right outside the curtain, standing now close enough that I could see the top of his head over the curtain. He could not see me at all this way, but it was a different kind of excitement to be standing nude with a complete stranger only a few inches away, separated only by the curtain. The idea he had been looking at me previously and was now so close while I was nude was a turn-on and I was getting hot by the entire situation.



I laughed, "You are really pushing it mister. What more could they possibly have in this store that I have not tried on?"



I opened the curtain in the center to peek out but I was intentionally less careful. I held my arm over my breasts, but he did not have to try very hard to see some skin if not the goodies.



He was holding up two more items -- I could see one was a strapless white dress and the other was some kind of a white nightgown.



"I promise, these are the last ones."



I took them from him, but he had a hard time trying to keep his eyes from wandering. We sort of both looked at each other and smiled. I knew he had been watching, but it was still not perfectly clear whether he knew I was on to him or not.



In either case, knowing I could have ended the show at anytime was important. If I felt I had lost control of the 'show', I would have gotten out of there fast. Equally important was his behavior. He was being discrete. If he had acted like a schoolboy with obvious ogling, I would have been turned off in this situation. So that he had been a gentleman was a big deal to me and had contributed to me going this far. I closed the curtain again and saw he had resumed his closer watch position.



I put on the white dress, but I could tell this was not going to be a good fit for my body. The breast support was at the waist and was relatively tight, but the top of the dress was much looser, revealing a lot of cleavage and a lot more if you moved too much. It was a nice dress, just not well suited to me.



I opened the curtain and Steve came up. His eyes went directly to my breasts with all the cleavage I was showing. I didn't mind that he was looking.



"Steve, maybe this will work for your wife but is not too practical for me."



He was about 6 feet tall, so as he walked up he could certainly have a good vantage point to look at my breasts while he could act like he was looking at the dress. I think as I was fidgeting, he probably had a decent look at my nipples.



"I am not coming out there in this, so make your final judgments right here."



He said, "Oh, I see what you mean, sorry."



"Oh, it is not like people don't reveal some skin from time to time, but you will have to decide if that is your wife's style or not."



He said, "Yes, I think this one will probably not go over very well."



But then he smiled, and said, "But I do like it on you very much. Thanks for being a good sport."



I smiled back and closed the curtain back up, "OK, last one."



I examined the night gown while still wearing the dress. Again I had left the 'window' open and knew he was watching while I got undressed again. The night gown was very thin but was mostly loose fitting. It had little spaghetti straps but also a second piece that when over the shoulders. It had been bold of him to ask me to try it on. Without the second piece as a cover, let's just say the night gown itself was very revealing.



I opened the curtain and he was close by.



"This is another one of those where you will have to come here if you want to see it."



He had a huge grin, "That is a keeper, we'll not be leaving that at the store. Wow."



I said, "Thanks, I agree, this is a 'wow' outfit."



He smiled and said, "Oh yes, the outfit too. I think the dress would fit some and not others, but this should fit any body style."



I nodded and opened the covering wrap, which did two things. It was deliberate but intended to appear nonchalant. First, I knew my nipples were rock hard and would show through the thin single layer. I also knew from the mirror that the color of my nipples would easily be seen through the white material.

