by Eva

Caution: fiction for responsible adults only

I had just taken off my skirt and top and was standing in the changing room, about to pick the dress I so wanted off the hanger by the mirror when Elspeth came into my life. Literally came into my life, and I almost jumped out of my skin. Standing behind me, just in front of the velvet curtain that screened me from the rest of the changing rooms, was a small girl.

She was no more than nine, with big brown eyes and long auburn hair, standing with arms behind her and head on one side as she regarded me. I stared down at the child. "You made me jump," I told her in my best kind-but-firm adult voice. "You shouldn't be in here. This is private."

I reached for the dress I had promised to buy for myself for the office dinner and held it in front of me, between my near-nakedness and this intruder. A pretty though utterly unexpected intruder. "This is a changing room," I said.

"I know," the girl said without any awkwardness, just staring at me. She didn't look as if she wanted to go.

"I'm getting dressed here," I said, a little crossly in case the child had missed the obvious. "Doesn't your mother want to know where you are?"

The girl shook her head.

"Well I expect she probably is worrying about you. I think you should go," I added sharply. "Off you trot, little girl."

"I'm Elspeth," she said, not taking her big eyes off me.

"Elspeth... I see. " I thought: whatever you're called, how can your parents let you wander off like this? I felt my annoyance rising.

This child was looking past me, at the wall behind. More accurately, she was looking in the mirror and the reflection of my back. This back view that showed clearly me in my underwear. "I like your bra and knickers," she added, looking at the image in the mirror.

"What?" I threw a glance over my shoulder and got a glimpse of what she could see.

"It's your undies. They're nice. Better than that dress." She nodded at the black and white dress I'd chosen a dress I'd planned to buy for my company's forthcoming celebration dinner. The girl must, I concluded, have seen me picking it up and followed me in here. "You should go out like that, in your nice underwear. You've got a nice body and boobs."

I blushed at the reference to my underwear and my figure. Yes, I had a good figure for a forty-one year old woman and secretly I was proud of my breasts. They had retained a good shape despite my age and I always chose expensive underwear to help show them off under the clothes I wore for the office. I was also blushing at the fact that here was a small girl, dressed in a typically little girls' pink dress with a yellow bow at the back and yellow socks, talking about my figure and choice of underwear.

A black bra as it happened with cream lace trim and decoration on the cups and matching hi-sided panties, they described them on the box. I called them knickers and so too did the little girl, it seemed. I also had on a black suspender belt as I cannot abide tights and much prefer stockings, and I even felt suddenly self-conscious that the suspender belt didn't match my bra and knickers. I did my best to cover up my embarrassment that it didn't fit the set by trying to hook the dress I had in front of me round to the back of me and hide the bit the mirror showed. A pathetic attempt to cover all of me, I admit. "Sweetheart," I said, more gently this time - almost as a mother might. I haven't got kids so I suppose I wouldn't know. "You have to go now. I have to get dressed. Go and find you mother she'll be worried about you."

The girl didn't move. "She won't be worried," she said. "Can I touch your bra?"

For the second time I said: "What?" This time with more forcefulness.

"I like feeling a lady's bra, when there's nice boobs inside." The child was not the slightest bit fazed to be saying this. It was as if she was telling me what she had done at school today. To my surprise the girl took a step forward, brought her hands from behind her and reached up. She took hold of the front of my dress (the one I wanted to buy) with one hand and pulled it aside. Then she slipped one hand to my chest before I reacted. I stepped back in shock, my leg collided with the single chair in the cubicle and I sat down heavily on my own skirt and top I had draped over it.

I snatched the dress back tight across me and tried to ask what she thought she was doing. I must have been in shock as nothing came out of my mouth. The little girl was at my knees and she put her hands on my legs, just above my knees where the dress I was clinging on to had fallen aside. Lightly but deliberately, she touched my legs. "I like ladies who wear stockings," she said as she stroked them. "You have nice legs."

"Listen," I said, mesmerised by what she was doing, what this was doing to me. I felt, despite the shock of the child touching me, a little tingle run up and down my spine, buzzing under my scalp. To my horror (and I suppose delight) I felt my sex moisten and the usual pre-sex itch begin to tweak in my belly. Here I was, a mature woman, being felt up by a nine year old girl. I would have said an assault but I wasn't doing anything to stop her.

I might have thought every fibre of me would be saying this was wrong, but it wasn't. There may have been some fibres objecting, but not all by any means. There was a whole section of me that was burning in what I can only think was mounting pleasure. I was being handled by a girl in a way that only my husband had done in years, and even he hadn't shown much interest in me lately, no matter how good my figure or how expensive my underwear. Even wearing stockings, the traditional turn on for a man, hadn't excited him lately. Yet here was a girl who was interested enough to want to touch me. Feel me up would be the only word for it.

All this ran through my mind in a flash, but it was crystal clear. I watched, slightly open mouthed, as the child ran her small hands across my stockinged legs. She had stepped up between my open legs (yes,I had sat rather inelegantly and not done anything to close them) and moved her hands upwards, trailing her fingertips on the slightly rough surface, reminding me what I like about stockings the way they rasp gently when you rub your legs together, the way your skin tingles when someone strokes your legs through the nylon. Especially on my thighs.

I should have pushed the child away, demanded to be left alone but her touch was electric, my heart pounding with forbidden excitement. I should have told her to stop, but all that came out of my lips was: "What's your name?"

"Elspeth," she said. Her hands had reached the dark welt of my stockings and she lifted her head for a moment and smiled at me. "Funny name," she said, and then looked back down at what she was doing, where she was stroking.

I let the dress slide from my hands, and it finished in a rather sad heap on the floor of the dressing room. I would like to say it slipped from my hand because I wasn't holding it properly, or I wasn't concentrating as I was so shocked, but I have to admit here the truth was different. I just wasn't sure what that truth exactly was, but I suspected it to be something dark.

"I like it," I gasped as the child's fingertips reached the small bumps of my suspender fastenings. "I like you and your pretty underwear... um, Mrs...?"

"My n-name's... Valerie." I gulped and felt a shudder of delight run through me as she stroked the raised surface, and then ran the tips of her forefingers up the two black elasticated straps to the adjustment clasps. I couldn't be sure but it was as if she didn't want to touch the bare flesh of my upper thighs, or more likely wanted me to fee her touch through the fabrics. My sex was running wet now and I could feel my nipples harden so much they hurt.

"These are funny, Valerie" said Elspeth, running her fingertips over the metal clasps. She wasn't looking at my eyes but the way she stood between my legs, her face was only a few inches from mine.

I swallowed, my voice faint when I spoke. "They're for making sure the suspenders are the right length, to keep my stockings taut." Like my nerves, I wanted to add.

"Yes," said the girl. Then she looked up into my eyes. Heaven knows what made me do it but I pulled the child into me and planted a kiss on her lovely young lips. I held her tight and kissed her like I had never kissed anyone before. I had her young, slim body against me, pressed to my breasts, her knee at my crotch. Pressing into my hot, wet sex.

I tore myself from the kiss and gasped at what I'd done. I'd probably broken every law in the book, and all the kid had to do was scream and the world would cave in around me. Of course it would only be a child's word against mine, but with me like this with a wet patch at the crotch of my knickers all hell would break loose.

No hell broke. Elspeth didn't scream. She just giggled, "Nice," and kissed me again, her little mouth open wide for my tongue. Her hands wriggled up between us and she was feeling my breasts through my bra, and I had my hand on her small, firm bum pressing her hips in to me but allowing her to lean back just a fraction so her hands could work my bust, teasing my rock hard nipples through the lace of my bra.

I was in heaven and juicing like crazy at this forbidden delight, this pussy-dripping and dark secret I would bury deep within me for years. My wonderful sensual, masturbation fueling memory.

That was when a woman's voice said, "So there you are, Elspeth."


Elspeth's mother sat back in her chair in her small office and smiled at me. "My daughter has an active interest in women's clothes," she said. "But as I am manager of the store here I can afford to indulge her wandering round looking at the dresses and blouses. I was just a little surprised to see her doing what she was doing with you."

Despite the child standing next to me, where I sat, with one arm round my shoulder I felt wretched. Being caught kissing a small girl and being felt up by her ought to have brought at least howls of outrage from the child's mother and I felt more guilty than over anything I'd ever done. But the mother wasn't outraged at all and didn't seem to mind that Elspeth had chosen to stay close to me. Even holding my hand after I had hastily got dressed in my crumpled skirt and top and walking with me to her mother's office.

Even when we had been discovered there had been no screams of indignation or accusations. Had I been a shoplifter I had no doubt I would be in police custody by now, yet for all my relief at not being hauled away I was feeling wretched because I had been so close to an orgasm, having little Elspeth's legs rubbing against my aroused pussy but had been denied by the appearance of the mother.

Now the child was right next to me and I couldn't do anything. It was almost like a subtle torture, having me so aroused and the cause of it so close and out of bounds. I gripped my hands in my lap, knuckles white, in frustration.

Imogen Wright, Elspeth's mother, was watching me. She was an attractive woman. Aged, I guessed, about 30 and with the same long auburn air as her child. As I say, she wasn't distressed at seeing Elspeth standing by me as if she really wanted to be my friend.

"She wears nice underwear, mummy," the girl had said as I had been escorted to Mrs Wright's office.

"Yes, I saw," the woman had said pleasantly.

Now she was smiling. "My daughter has a thing about mature wom" The manager of the store shook her head. "Sorry, please forgive the label. It's simply that she is always on the look out for women a little older than me, shall we say, and follows them into the changing rooms. Bizarre I know but that's how she is." The woman shrugged, the way she might if saying her child wasn't the tallest in her class or didn't like salad cream.

"I was a little shocked," I said. "When she came in and... Elspeth surprised me by commenting on my bra and knickers."

"She does," said Imogen. "We have trade magazines at home, fashion and retail, and she pores over them. Mostly looking for lingerie and underwear. I expect she thought you looked as if you have good taste in such things."

I felt a twinge of pride, and was also aware that the girl next to me was grinning. "I did!" She exclaimed.

I gulped and asked the hard question: "So, you didn't mind what she and I were... what we were doing?"

Imogen shrugged. "It keeps her happy. Out of trouble."

I wanted to say, "But it's wrong for a child to want to do things like that with a woman of my age." But that would have been hypocritical to say the least. I merely nodded and felt my sex twinge powerfully at the thought of the child kissing me and feeling me up.

"Can Valerie be my special friend, mummy?" Asked Elspeth, tightening her arm round my neck. At the same time her other hand came up and touched my breast. I shot a look at the woman behind the desk in case she was finally horrified by what had gone on, what her child was doing now.

"Of course," said the woman without any reaction. "That's if Valerie would like to be your friend." She looked inquiringly at me, and I felt Elspeth do the same.

"Of course, I'd like that," I said.

"Then I expect you would like to carry on," the manager said as she stood and smoothed her skirt, looking at me. "I take it you have no problem playing with my daughter the way she wants?"

I gulped, my head swimming. Little Elspeth's hand closed on my breast, as if trying to feel the smoothness of it through my top and bra. I couldn't believe all this was happening. I tried to say something but words failed me, and not for the first time that day.

"I see you have a wedding ring," the woman nodded at my left hand. "Is your husband waiting for you?

"What?" I blushed at the thought of my dour, dull husband. "Oh no, he's..." I swallowed hard. "Uh, he's not here." I almost said: "He wouldn't care if I fucked this little angel and smothered her with my wet cunt."

My sex was dripping again and I could feel my knickers wet between my thighs. I was sure Imogen would smell my arousal. The woman though was moving out from behind her desk in the way people did at my office when a meeting was over, anxious to get on. "I will leave you two here alone." A twinkle came to her eye. "Better than that draughty changing room, right?"

I nodded just as Elspeth planted a big kiss on my cheek. "One other thing," the woman said. "I will be out on the shop floor, but I will lock the door to the office behind me. I have a key so I'll let myself in shortly."

"How long have we got?" I asked, trying not to cry out in pleasure as Elspeth's hand round my neck started groping down the front of my top.

"Half an hour enough? Well, it will have to be: the store closes then."

My boobs were being felt by both hands now, Elspeth giggling at the twin assault but Imogen seemed unconcerned. For some bizarre reason I remembered the dress I'd left in the changing room. "I was going to try on a dress," I said somewhat stupidly.

"Later," smiled Imogen. She was at the door, flipped the lock down so it would close after her and disappeared.

"Top off," chortled Elspeth, now we were alone. "I wanna see your bra and knickers again, please."

"Oh, yes," I said weakly, feeling her hands tugging at it. I allowed her to drag it off me, hearing her chuckles of delight as my chest came on show.

Like all fashion store manager's offices, there would have to be a full-length mirror and when I stood so Elspeth could unzip my skirt and tug it own my legs I caught a sight of my flushed face, but especially how big my nipples were through the lace of my bra. I also thought, yes, I can see why Elspeth likes me. I do look good.

I wondered, as I stepped out of my skirt, whether the child would want me out of my underwear but she seemed happy for me to stand in my bra, knickers and (shamefully) non-matching suspender belt and stockings.

"Stand in front of the mirror, please Valerie," said Elspeth. I did as she wanted, positioned to face it so I could see all of myself. "No," she said. "Sideways on please." I turned through 90 degrees.

"Elspeth, aren't you going to take your dress off?" I asked. I wanted to see the child naked.

"No!" The child chuckled. "That'd be naughty!"

I was astonished. Here I was stripped to my underwear and the object of my lust for that was what I was feeling now was being coy. "But, Elspeth, that's not fair! I'm in my bra and knickers" I began but I stopped as the little girl laughed.

"Course I'm going to take everything off," she said as she grinned at me. "But first I wanna feel you up. Pleeeease!"

I couldn't help laughing too. She was the perfect find for me, and when she saw I was happy about it all she came and stood right in front of me. Her head only came up to my bust but it was easy for her to reach up and roll her little hands across my tits, working them as if she was born to this. I did wonder as she squeezed and fondled my boobs just how many women she'd felt up before and I could imagine her trailing into the changing rooms after all sorts of females. Most would no doubt have told her to go away, but a good number of others would have said yes, the way I did.

I lifted my hands to touch Elspeth as she played with my boobs but she shook her head. "No," she said firmly, looking up at me. "This is my time. Please keep you hands down. You get your turn later."

"Promise?" I gulped as I dropped my hands back down to my side.

"I promise," and she chuckled as her fingers found my hard nipples, pinching them with surprising force. "You can do this to my nipples in a bit if you like," she said.

"Oh I will," I said, adding a small gasp as she tweaked them extra hard through the lace. I have to say it was weird just standing there being handled by this pretty little girl but it was strangely erotic. I felt my cunt grow even wetter as her hands skillfully worked me.

Then she moved her right hand down to my knickers but the left remained, toying with my right nipple. She ran her fingertips over the elasticated fabric of my suspender belt and the lace of my knickers, feeling the slight swell of my lower belly. "This is nice," she said and I moaned slightly as she slipped her hand between my legs. I admit I was standing with my legs slightly apart in the hope of her touching me there, and she didn't disappointment. "I love feeling wet knickers here," she said as her fingers worked against the very damp crotch of my panties. "Do you like it Valerie?"

I assured her I did, and she giggled and worked her hand faster, moving her fingertips into the soft, hot folds of my cunt lips. "'S'all squidgy," she remarked and I moaned in approval of what she was doing. In the mirror I could see my face flushed and could see what she was doing to me, like watching a film of a child having sex with a mature woman.

"You're very naughty," she said, still rubbing and squeezing.

"Why?" I managed to say.

"'Cos your suspender belt doesn't match your knickers 'n' bra."

"Yes," I said, and without meaning to without thinking what I was saying added: "What will you do to me?"

Elspeth laughed. "I'm gonna punish you, Valerie. Would you like that?"

"Oh anything," I whimpered at a particular savage tweak of my nipple.

"Then your punishment is you have to take me to your house and show me all your underwear."

"Oh, fuck, yes," I gasped as her fingers at my crotch rubbed harder and deeper. "Anything."

"But you can't touch me," she said.

"Please," I begged, tears of frustration in my eyes. She had suddenly slowed her hand between my legs, wasn't pinching my nipple with anything like the same savagery. I was desperate to cum yet I felt compelled to do whatever this perfect little mistress wanted.

She was laughing, toying with my body and my emotions. "But I said you would get your turn, right?"

"Yes," I whispered. "Please."

"Then ask me how I will let you do things to me?"

"H-how will I do things to you, Elspeth?"

The child laughed. "You're gonna lick me," she said. "Through my knickers." I moaned in delight as her hand started to work faster on me and she moved her head to my left tit. She took my hard nipple through the lace of the bra cup and bit on it gently, eyes watching my reaction.

I was shaking and biting my lip as my climax mounted. Suddenly she stopped biting, ducked her head and sucked on my sex through the sopping wet crotch of my knickers. I cried out loudly, almost a scream, and came with in a rush as she continued to suck and nibble and push with her tongue against the fabric of my panties to get to to the hot tunnel of my cunt and more importantly my engorged clit.

It took me a good five minutes to come back down to earth. I was shaking and Elspeth cuddled me, telling me I was lovely and she really, really liked me. Judging that I'd had enough recovery time, the girl was grinning as she said it was her turn. "You promised you'd lick me through my knickers," she said brightly. "Remember?"

How could I forget? "Of course, sweetness," I said.

Except it wasn't going to be quite as I had thought. Elspeth of course liked teasing, and for a few minutes played with my emotions, standing away from me and lifting her little dress to show me her thin, nylon knickers. Heaven knows where she had got them from: I remember my mother telling me when she was a teenager it was the height of fashion for a young woman to wear nylon panties (thin and virtually see-through) rather than full cotton briefs or directoire knickers. They had naturally, with better materials available, gone out of usage yet here was a little girl with these nylon panties on, so sheer I could see her little bald slit through the pink lace-edged fabric.

Of course, I told myself as I watched Elspeth cavorting as if she was doing some sort of strip tease, her mother's knowledge of clothes and all the magazines they read on underwear would have told them where to find them, though how they got them in a little girl's size I wasn't sure.

But my shock wasn't (as I had hoped) that I would get to use my tongue against the crotch of those nylon knickers: it was Elspeth wanted my tongue somewhere else.

The child bent over her mother's desk and showed me her little rear. 'Now, Valerie," she chuckled. "You're going to lick my bottom hole through my knickers." And as if to demonstrate the point so I was in no doubt, she took hold of both of her cute little bum cheeks and pulled them apart so I could see the puckered brown ring though the thin nylon.

"Elspeth," I gasped as I stared. "I-I can't do that."

"Yes you can, Valerie," said the girl over her shoulder. She said it firmly, the way a mother would tell her own child that she really would do something if she was told. "You can tongue my bottom hole 'cos you'll like it, an' you want to please me."

Yes, I did want to please Elspeth. I blushed. She had my heart and soul and I wanted to devour her. I just hadn't imagined I would be devouring her back hole. "Tongue out," she was saying. No, more that that: she was demanding.

Meekly, I did as I was told. I knew I had no choice, no will to resist. Her cute little bumhole may have been foul, even through the taut nylon, but it was what Elspeth was offering me so how could I turn it down? Dutifully I craned forward, tongue out, ready to press it through the fabric and try to reach into the child.


I am proud, I suppose, to say I did it. Eventually, and to her satisfaction. It was hard work, rimming the little girl that way. It wasn't how I wanted to make love to the child, but it was an act of love me straining and pressing my aching, my tired tongue fighting through the nylon of her knickers until it met that tight little back entrance until she said she was happy.

I still wonder, even after all this time of her and me being together, how Elspeth ever decided that having a woman's tongue in her rear was a pleasure, but that's the way she is. I suppose there are some things I will never find out.

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