Please note: All characters in this story are fictitious, any similarity to persons living or dead is purely coincidental. The author does not necessarily condone or endorse any of the activities detailed in this story, some of which are dangerous or illegal.
Please keep in mind the difference between fantasy and reality.

Ashley at the Mall
Chapter Three
Written by Janus
Copyright 2003

Links to the entire series of Ashley at the Mall:
Chapter One
Chapter Two
Chapter Three
Chapter Four

Ashley returned to the Mall of America the very next day. Her mom finally put her foot down and told Ashley she would have to take the bus if she wanted to go to the mall every day. She gave her daughter enough money to purchase a 30-day bus pass which Ashley promised no to lose. The young girl didn't mind taking the bus since it gave her a greater sense of independence.

Aside from Ashley's apparent obsession with going to the mall, her mom suspected nothing out of the ordinary. Ashley betrayed none of her mall activities at home, happily chatting with her parents over dinner about the mall, summer sports, TV shows... Moreover, her daughter was dressed just like any other regular twelve year old girl so her mom had no reason to believe she was exposing herself to a stranger with a camera or giving an unknown man a handjob in a darkened movie theater.

Once inside the mall, Ashley ducked into a restroom to change her clothes. Today she wore a simple white ribbed tank top that clung tight to her lithe preteen body. Her breast buds poked temptingly through the cotton top while the cool, air-conditioned mall hardened her perky nipples, drawing all the more attention to her chest. Her shorts were also a pure white that was predictably snug against her bottom. The shorts were made out of spandex which allowed them to conform to every curve of her body. Her butt cheeks were neatly cradled by the stretchy material, so skin-tight that it was as if she was wearing nothing at all.

More importantly, however, the crotch of the shorts was so tight that Ashley displayed a perfect little camel toe. The white spandex followed every curve of her plump mound, with her eye-catching slit at the center of attention. The pure white of her clothes contrasted well with her lightly tanned skin. With her skinny frame and knobby knees, she was already every lolita-lover's dream but now she had surpassed even that. Pleased with the way she looked, Ashley confidently exited the restroom.

The reaction was immediate. Everyone was stealing glances or openly staring at this young preteen girl dressed in virginal white as Ashley walked through the mall. The boys surreptitiously stole glances while the girls looked at her with jealousy or disgust. Even grown women raised their eyebrows and tut-tutted as Ashley strolled through the mall concourse. She felt her heart swell with pride at the attention. But what interested the young girl most, of course, was the men who smoothly gazed at her. She had developed a preference for these older and mature men.

She had stopped to study a mall map when a man approached her.

"Hello, miss," he said. "You're dressed quite pretty today, aren't you?" Ashley blushed at his praise. He was an older man, probably in his forties. Like the other men she'd met, he was dressed in a conservative suit and tie. Although he was balding, his hair loss was happening in a very graceful and distinguished manner that seemed to complement his dignified attire. Ashley smiled at him.

"Thank you." She also decided she liked this straight-forward nature in men, no beating around the bush or hemming and hawing. The man had come straight out and told her she looked nice.

"Are you just shopping today?" he asked her.

"Yes, I just came by myself to have fun," Ashley said, slightly embarrassed all of a sudden. "But I think I might head to the food court to get something to eat."

"Well," the man said, "would you like to join me? I wasn't going to the food court but I wanted to eat lunch at Ruby Tuesday."

He was referring to one of the sit-down restaurants in the mall. Ashley had never been there before. "Okay," she said. They began walking. "My name is Ashley, by the way."

"How do you do," the man said formally. "My name is Jules Brandt."

"Nice to meet you, Mr. Brandt," Ashley said politely. He didn't object to be referred to in such a formal matter. Ashley assumed that's the way he wanted to be addressed.

They arrived at the restaurant and were seated immediately. The wait staff seemed to be familiar with Mr. Brandt and they led him to a darkened booth in the corner. Ashley felt a little out of place in such a fancy restaurant. The dimly lit room was illuminated by small candles on the tables while a thick carpet muffled their footsteps. The tables were elegantly set with fine silverware and dishes, with elaborate floor-length tablecloths draped over each table. Since it was the weekday lunch hour, the restaurant was sparsely numbered with other customers.

Mr. Brandt slid gracefully into the circular corner booth. Ashley followed his example, taking great care not to yank at the long tablecloth, lest she pull it and all the tableware onto the floor. The waitress brought them glasses of water and two menus.

"Tell me, young Ashley," Mr. Brandt said, sipping his water, "do you always dress like this when you come to the mall?"

Ashley felt embarrassed again. She didn't know why it kept happening around this older man. "Well, usually, yes," she replied.

"And why do you do that?"

Ashley paused a moment. Why _was_ she dressing like this? After thinking a moment, she said, "Because it makes me feel pretty."

Mr. Brandt smiled at her. "Indeed it does. Do the boys notice when you dress so prettily?"

"No. They're usually too shy to do anything but stare."

Mr. Brandt nodded gravely. "I see. That is often the case with young boys."

"There's the older men, though," Ashley began. "They're usually nicer... Much nicer."

A smile formed on Mr. Brandt's face. "Nicer? How?"

Ashley blushed again. "I don't know... They're just nice to me. I don't know."

"And you enjoy it when these older men are... nice to you?"

Ashley nodded.

The waitress returned at that point. Ashley hastily flipped through the menu while Mr. Brandt asked for the usual. She decided to order a grilled-cheese sandwich. The waitress nodded and left.

Mr. Brandt watched her leave. "Ashley," he said, "you look like you're shivering over there. Why don't you come sit closer to me?"

Ashley blinked. She wasn't cold at all, nor had she shivered. Nonetheless, she slid herself over the smooth vinyl of the booth and moved closer to Mr. Brandt, who put his arm around her. He pressed his nose to the top of her head, sniffing her hair.

"Ah," he sighed. "There's nothing like the fresh scent of a pretty little girl."

Ashley smiled. With his free hand, Mr. Brandt caressed her bare shoulders for a moment. Ashley shivered, but not from being cold. A little nervously, she cast her eye about the room. The restaurant was largely empty. A few diners lingered across the room but there was no one within fifteen yards of their booth. No one paid them any attention.

Mr. Brandt continued stroking her shoulder for a moment before creeping his fingers to her chest area. Ashley held her breath and watched as his fingers began to fondle her budding breasts through the cotton tank top. Gently, he tweaked her nipples, rolling their hardness between his fingers. The little preteen girl whimpered softly as the man touched her chest.

Pulling her closer to him, Mr. Brandt quickly slipped his hand below the table. Without hesitation, he slipped his hand into the elastic waist of her tight spandex shorts. Spreading her legs to offer him better access, Ashley slouched a little lower in the vinyl booth. She was surprised that she was so wet already for Mr. Brandt's finger slid smoothly through her hairless slit. She sighed as his finger found her clit and began to massage it in firm, confident strokes. A buzz of electricity tingled her young body as the older man skillfully caressed her pleasure button.

Ashley saw their waitress appear across the room, carrying a tray and heading for their booth. "Um, Mr. Brandt," she murmured, "the waitress is... coming..."

"Shh, just be still," he whispered in her ear. His finger continued to rub her in a delightful manner but Ashley felt alarmed because the waitress was quickly approaching. But Mr. Brandt still didn't let up. Biting her lip, Ashley willed herself to maintain a normal expression. Her hands gripped the tabletop desperately.

The waitress arrived and began setting out the dishes. Mr. Brandt just smiled at her sweetly as continued fondling the preteen girl at his side. Ashley's breath was ragged but she fought to maintain a neutral expression. Just as the waitress was about done setting the dishes, Mr. Brandt dipped lower and plunged his finger up to the second knuckle into the twelve year old girl's unsuspecting vagina. Unable to contain herself, Ashley gasped loudly from the sudden intrusion.

The waitress looked at her and frowned. "Is everything all right," she asked, concerned.

"Uh, ooh, yes," Ashley grunted.

"Thank you," Mr. Brandt added. Confused, the waitress nodded and left them alone. Once she was gone he slid his finger out of Ashley and redoubled his efforts on her clit. The twelve year old gasped as he increased the pressure against her pussy mound. It never felt this good when she did it herself. Mr. Brandt's experienced fingers were pushing her close to an orgasm in the restaurant. The thought of coming in a public place sent a thrill of pleasure through the young girl. She was naughty, she was dirty for letting this old man, this stranger touch her in such a public place.

Ashley gripped the tabletop tighter as her orgasm approached. She clutched the table so hard that her fingers were a pale white. Knowing she wouldn't be able to contain herself, Ashley buried her face against Mr. Brandt's shirt, pressing her nose against his chest.

"Ohh, ohh Goddd..." the twelve year old moaned as her clit spasmed. The orgasm washed over her like a warm ocean tide, enveloping her entire body in a sweet haze of pleasure. "Hnuh, nuh, uh... ooohh..." she moaned as her noises were muffled against the older man's chest. Her senses slowly returned to her and she loosened her grip on the tabletop. Lightheaded, she pulled her face from Mr. Brandt's shirt and sat back against the cool vinyl booth. Her face felt flushed.

Mr. Brandt gently extricated his hand from her tight spandex shorts. Ashley watched as he brought his finger, shiny with her juices, to his mouth and sucked his finger clean. "Delicious," he told her. "You're every bit delectable as you look." He took her hand and moved it to his crotch where his pants were tenting. Closing her fingers around his hardness, he said, "Ashley, get under the table."

Ashley blinked, not sure if she had heard correctly. But Mr. Brandt gave her an imploring look so she nimbly slid underneath the table. It was dark under there since the floor-length tablecloth completely masked the table. She watched as Mr. Brandt undid his pants and zipper. Then the preteen girl saw her second adult penis is as many days. She was surprised to see he wore no underwear.

Above her, she heard Mr. Brandt murmur softly, "Your mouth. Use your mouth."

His penis protruded from his undone pants, still only partially hard. Ashley hesitated a moment. She had never done this before. Opening her mouth, she let the tip of it slide in. Her lips closed around his head and she tentatively let her tongue caress the male organ in her mouth. It tasted a bit like sweat, a sort of sweet and salty flavor, although the scent was very masculine and unlike anything she had ever known. Closing her fist around his shaft, Ashley began to stroke like the man in the theater taught her yesterday. Her efforts were rewarded by the hardening and lengthening of the penis before her.

Soon Mr. Brandt grew to his full length. Ashley stroked his smooth shaft as she gave an experimental suck on the penis tip in her mouth. Mr. Brandt moaned softly from beyond the tablecloth. Ashley enjoyed this feeling of giving an older man pleasure. It gave her a sense of power and control. She liked the way his hard penis felt as she moved her fist up and down his shaft.

She heard another request from above the table. "Lick my balls," he directed her.

Ashley complied. Pushing his hard cock up so it lay flat against his belly, she moved her head closer to the sack at the base of him. Cautiously, she extended her tongue and lightly traced her tongue on it. Mr. Brandt sighed. Bolder now, she licked at the somewhat pebbled skin of his sack, letting her tongue bump against the two globes inside. Mr. Brandt's hands were also under the table now and they began to hold her head and caress her face and hair.

Ashley let her sweet, preteen lips close gently around his testicle and sucked. Mr. Brandt's cock lurched in her hand and his fingers closed tight around her head. "You are so incredible, Ashley," he breathed. "So incredible..."

Proud, Ashley moved back to his hard cock, this time letting more of it slip into her hot, wet mouth. The young girl expertly jacked the man off as her other hand continued to massage his sack. Mr. Brandt's hands suddenly gripped her head tighter than ever and he pulled her preteen mouth harder onto his cock. Ashley felt it reach the back of her throat and she did her best to relax her gag reflex. Suddenly, the hard cock in her mouth pulsated several times. She knew what was happening. A stream of fluid erupted from Mr. Brandt's penis as he came, holding her head tight against his crotch. Having no choice, Ashley swallowed, having only a brief chance to taste his semen before it slid down her throat.

Once his spurting and pulsing stopped, Mr. Brandt relaxed his grip on her head. Ashley felt his penis soften in her mouth. She sat back and watched as he tucked his ever-softening penis back into his pants and zipped himself up. Then she slid back up onto the booth, savoring the cool fresh air above the table. Mr. Brandt smiled at her.

"Very talented, Ashley," was all he said.

Her grilled-cheese sandwich was cold by now, but she ate it anyway. They finished the meal in silence. When the check came, Mr. Brandt handed the waitress a credit card but he kept his wallet out. Thumbing through some bills, he said, "Thank you, Ashley. I believe in rewarding excellence. So for you..." He fanned out five $100 bills and laid it out before her on the tablecloth.

Ashley was stunned. "For me?" she said wonderingly.

"For you."

She picked up the bills. $500! She had never seen one $100 bill before, let alone five. The waitress returned with the bill, so Ashley quickly tucked away the cash. Mr. Brandt signed for the bill and then they both got up to leave.

"Well, Ashley," he said as they strolled along the mall concourse, "I certainly hope to run into you again someday here at the mall. It's not every day that one meets a young girl as beautiful and talented as you."

Ashley blushed at his praise. "Thank you," she said shyly.

He took her a hand and squeezed it. "Goodbye, then," he said.

"Bye." She watched him head for the mall exit. Opening her purse, Ashley confirmed again that there really were five $100 bills in her possession. They were still there. The twelve year old girl felt grown up. For having so much money on the one hand. And on the other hand, she was having sexual encounters with older men. Young Ashley was growing up indeed.

Links to the entire series of Ashley at the Mall:
Chapter One
Chapter Two
Chapter Three
Chapter Four

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