Out Of Order

"Ok now super slow, four down four up."

I squatted down, straining under the barbell pushing hard into my shoulder blades. I stared straight ahead into the mirror lining the far wall: beads of sweat lingered across my forehead snaking slowly down to my black polyester Nike vest.

"And four more reps come on just a few more guys!"

I glanced over at the teacher. Her name was Katy, she was petite and mousy, one might say even unnoticeable. But there was something in that anonymity that attracted me. As she squatted down, her strappy red vest revealed a line of cleavage and her small breasts pushed uncomfortably against the fabric.

"Ok lets warm down guys."

Huh?! Everyone in the room had begun to stretch their quads and here I was still squatting. Wake up Alex! I pushed the bar up and deadlifted it to the floor. Katy smiled over at me and I returned it awkwardly.

"Ok that's it guys. Matt will probably be here next week so er...yes um...hope you enjoyed it and well have a great weekend!"

Her voice was lost in the cacophony of clattering barbells and weight-plates. Katy busied herself around the CD player but I could see she was deflated. Whenever she covered the class nobody gave her any encouragement, it was a long hard slog. And then they shuffled out the room with no thank you or any show of appreciation whatsoever. Back to their selfish hovels of existence.

I picked my bar up and looked over at Katy. She was crouched over her bag and as she bent over her black lycra leggings slid down showing a glimpse of the line of her bum crack. It was hard to tell whether she was wearing underwear or not. I hurriedly put my bar away yanking the plates off clumsily. I had a sudden urge to ask Katy for a drink just so I could see more of her. But as I returned to my step she was gone. Where'd she go? Fuck! Oh pull yourself together Alex she's a married woman, what was your plan, huh? I left the room dispiritedly although I'm not sure why. It was a bit perverted to spy on her but she always seemed so helpless and I knew her husband anyway: A total dick. Every time I saw the guy he was flirting with other members of the gym, usually in front of Katy. I'd never even seen him speak a word to her.

I needed a slash. I didn't really want to bump into anyone from the class down in the showers – no, better to just delay it a bit. I headed right down past a row of lockers into another corridor. I approached the toilets:

CLOSED FOR CLEANING PLEASE USE LOWER GROUND TOILETS APOLOGIES FOR ANY INCONVENIENCE CAUSED.

Fuck it. I needed a slash. I pushed the door open and entered the dimly lit room. Three urinals clung to the far wall; to the left two toilets sat behind faded blue doors and to the right were two white sinks under a large mirror. I was just about to move over to the urinals when I spotted a purple handbag next to the wall, a thin grey jumper lay to the side of it. I could have sworn that was Katy's stuff. But why would she be in the out of order men's toilets? The toilet to the right was open but the one to the left was shut. I crouched down and saw two white trainers underneath the door. I held my breath and heard scratchy breathing behind the door as if she knew she had been caught.

"Uh Katy is that you in there?"

The door clicked open and she hovered awkwardly unsure what to say. She was clearly flustered but the red in her cheeks gave her delicately featured face a cute innocence. Her frizzy red hair that had been tied into a bow on top of her head hung limply with sweat. It struck me how extremely petite she was, she had a button nose and thin lips and must be in her forties but she carried a weariness about her making her look bedraggled somewhat. Saying that she was in great shape, her strappy red top exposed her pale defined shoulders and the leggings clung perfectly to her cute bum. She was obviously about to get changed – her shoelaces were untied and an overly complicated frilly skirt was halfway up her legs – and I had barged in on her at the worst possible time.

"I...I'm sorry...I'll..."

Her voice shook. Her eyes were red and blotchy, she had been crying. I could have smacked myself: clearly she had been upset by the class and wanted to get away from everyone so seeing this toilet was out of order she must have thought she could get some privacy and then I busted in like a dick. I needed to save this situation and fast.

"Hey Katy I'm sorry, I shouldn't have intruded...but you know I wouldn't bother about those people in the class you know, it was a good class Katy, seriously I mean it."

She looked up gratefully at me.

"Really?"

"Yeah man I really wanted to do weights today and that was a tough class. You moved it along well..."

She visibly brightened.

"Thank you Alex that means a lot."

"You should tell Matt or someone about how rude they were just now though Katy or maybe I should, it's not on."

"I know..."

She bit her lip.

"Can you just look away for a second?"

"Huh? Oh yeah sure, sorry."

I cursed myself for being so stupid. What was I doing?

"Ok Alex it's fine now."

I turned back around. She had removed the skirt and hitched up her leggings. We both looked at the floor awkwardly. This was awful; say something Alex for fuck sake!

"You really -"

I was broken off by the sound of voices outside. I reacted first grabbing Katy's bag motioning to her to get back into the cubicle. We stumbled in together locking the door just in time. The main door swung open and what I could only assume to be one of the cleaners walked in whistling to Sympathy For The Devil. Shit. That was a close call. How on earth would either of us explained why we were in the out of order men's toilets? I just hoped whoever was on the other side of the door wouldn't hear our breathing or see our feet underneath the door.

"Aaaahhhh!"

The cleaner was clearly taking a piss. That reminded me of why I came to the toilet in the first place. Well that would have to wait. I finally turned my gaze and took in my surroundings. Katy stood against the edge of the toilet stock still her face a tense fixed expression of fear. Her stuff lay on the floor and I saw her lipstick had rolled out. I didn't dare pick it up.

"Come on oh come onnnnn!"

I shot my head round. What the fuck was that?

"Oh yes fuck yes...ahhhhhhh!"

It couldn't be.

"Mmmm ahhhhhh yessssss!"

Oh yes it could! A faint slapping sound echoed eerily off the pristine white marble. My first reaction was to burst out laughing but I held it in remembering the precarious situation I – no we – were in. I looked at Katy and saw her mouth slightly agape as if not daring to believe. I nodded at her. She looked horrified unable to move, her eyes wide open trying to comprehend, to accept that whoever was on the other side of that door was masturbating over goodness knows what whilst she was stuck in a tight cubicle with a guy in an out of order men's toilet.

"Nnnnnnnhhhhhhh oohhh ahhhh fuckkkk!"

Was he finally finished?

"Nnnnhhh!"

No.

"Nnnmmmm uh uh arrrrr!"

Finally he seemed to finish, his footsteps scraping against the linoleum floor to the sink. But the tap did not turn on. What was this guy doing? Katy moved slightly her foot kicking the lipstick against the wall with a faint clap. She opened her mouth in terror I grabbed her shoulder and put my finger to my lips. We both stood stock still, not daring to breathe out loud. Whoever was outside wasn't moving. Shit. How the fuck were we going to get out of this? Suddenly the scrape of feet approached the cubicle. Fuck fuck fuck fuck! But just as I thought we were busted the main door swung open and he was gone leaving the room in eerie silence.

I breathed out with relief and Katy followed suit. That was a close shave! I looked at Katy; her face was bright red, her brow furrowed with anxiety. I tried to catch her eyes but they were turned to the floor as if in a shocked reverie. Wow this was awkward.

"Katy are you ok?"

She looked up at me with her soft sad brown eyes.

"Yes...yes I'm fine Alex sorry I um..."

"I'm sorry about what just happened I shouldn't have come in here."

"Don't be silly Alex it's not your fault I shouldn't have come in here in the first place..."

"It's just that this coupled with what happened with the class...I'm really sorry Katy...I..."

I trailed off unable to express the extent of the sadness and frustration I felt at being so helpless. She smiled sadly her eyes glistening.

"Thank you Alex..."

"I can have a word with Matt you know."

"No it's fine Alex, really, it's happened before..."

"That class is so dead Katy nobody can turn it around."

"What about Milla?"

"Milla? I can't stand her class the CD she plays is unlistenable. I left last time."

"You did?"

"To be honest Katy I was pleased when I saw your name on the board as cover I don't think I could take another one of Milla's classes."

"So you think it worked? I tried to follow Brigitte's routine but I messed it up a few times...was the music loud enough?"

"Katy relax you did a good job, it was a proper weight's class I wish Milla had been in so she could copy it!"

An embarrassed smile crossed her lips. We both went silent. I tried to think of something else to say but nothing came. It was only now that I realised we were still in the cubicle together. Man what was I doing? She clearly wanted to change and get out of here as soon as possible and here I was busy making small talk.

"Well I guess I'll see you around then."

I turned to open the door.

"Sorry Alex but could you just pass that grey jumper, yes that one, thanks."

I passed it to her and turned around to exit but stopped suddenly. Voices outside. I held my breath waiting for the voices to dissipate and soon they did.

"False alarm!"

Katy let out a nervous laugh. My sweaty back was pressed into the door as I tried to slow my heartbeat down.

"Remind me never to use an out of order toilet again!"

Katy giggled softly.

"I hope it's stopped raining, I got soaked on the way in. They only called me this morning so I didn't really have time to bring a change of clothes and then the bus was late of course..."

I twisted the lock and made to pull the door open when I heard movement. Quickly I clicked the door shut again turning to Katy in alarm. She stared back at me in horror. Neither of us moved. The person entered whistling Sympathy For The Devil again – the same guy?! Surely not again? The toilet next to the one we stood in clicked shut and...

"Aahhhhh!"

How?! What the fuck was wrong with this guy? How much did he have stored in him?! Katy opened her mouth, instantly I raised my finger to her lips shaking my head violently. She looked away driving her gaze into the sidewall as if to drown out the reality of what was going on. I looked down at her noticing the line of cleavage that was visible under her loose grey top. Now was not the time Alex. Pull yourself together! But I couldn't draw my eyes away from her. Suddenly the door clicked open and whoever this guy was left the room still whistling. Katy looked up sharply at me. Shit! I quickly drew my eyes away from her chest.

"U-uh are you ok?" I choked out.

"Can you believe that?"

I shook my head. She stared at me. Man this was uncomfortable.

She bent over to look into her bag lying next to the wall. I got a full view of the lycra clinging to the toned curve of her perfectly formed bum. She really was in terrific shape. I felt a little surge in my boxers. What the fuck Alex?! What if she saw? Shit. I badly needed a piss but I couldn't go whilst she was still here. She stood up trying to fix her hair to no avail. She crouched down to retrieve her bag, her leggings sliding down a little to expose the line of her bum. She rose quickly and stared at me.

"Alex!"

I jumped a little startled.

"Y-yes?"

"You were trying to look down my top!"

"N-no I wasn't!"

Shit she had noticed me looking at her.

"You weren't?"

"No!"

"Oh."

Strangely her face dropped a little.

"I'm sorry I just...I'm on edge a little bit."

"It's ok don't worry about it."

"It's just that I have noticed you staring at me sometimes in the class."

That was true. How was I going to get out of this one?

"Er..."

"When we do sit-ups you look over at me..."

She stared at me with a sad expression.

"Do I? I..."

"Well don't you?"

Inconveniently my penis had decided to rise to attention, I adjusted my body trying to cover the small bulge in my shorts.

"I..."

Oh fuck it there was no point in lying about it, the sooner this ended the sooner I could get out of here.

"I'm sorry Katy it won't happen again."

"But why do you stare at me?"

"Well I guess...I think you're hot Katy ok?"

"Me?"

"Yes."

Her face had grown a stronger shade of crimson.

"B-but how?"

"Seriously?"

"What is hot about me Alex I'm twenty years older than you..."

"You don't look it."

She blushed an even darker shade of crimson.

"I just don't understand...I mean..."

"What is there to understand? Come on Katy you have an incredible body."

A broad smile crossed her face and she ducked her head quickly as if embarrassed at such a reaction.

"Hey I'm sorry if I made you feel uncomfortable."

"Do you have a girlfriend?"

Now I was taken aback.

"Er no I don't."

"Have you had one?"

This was getting a little too personal but I was intrigued by the direction of the conversation.

"Er n-no I haven't I..."

"You haven't? But why not?"

She looked incredulous.

"Haven't found the right one I guess."

"But you've had sex right?"

What?! Where was this going?

"I...no...I haven't no."

"No? But...how?"

"How? Well it just never happened I mean..."

"How old are you?"

"22."

She stared at me open mouthed. I squirmed uncomfortably utterly humiliated. She seemed to notice and patted my arm but that just made me feel even worse.

"I'm sorry Alex I didn't mean to sound so surprised it's just...well I am that's all."

"Why are you surprised?"

She looked stunned at my question.

"Well because you're a good looking guy Alex. I mean look at your body nobody lifts more than you in that class."

"I'm not good looking."

"Of course you are."

I stayed silent.

She stared at me imploringly.

"Do you want to see?"

"Huh?"

I must have misheard.

Slowly she lifted the grey top over her head and dropped it to the floor. I felt the bulge grow bigger. I tried in vain to readjust my shorts. She raised her fingers to her shoulder and slipped the left strap down her arm tantalisingly revealing the black strap of her bra. I grew yet harder. She was testing me.

"It is me..."

She seemed startled but strangely delighted.

"Alex. Take your shirt off."

Quick as a flash I ripped my soaking shirt off my sweltering body. She ogled every muscle drawing her finger along my chest. I was desperate to release her other strap but my body was frozen.

"It's ok Alex."

Her hand was pressed against my chest my heart was banging.

"Alex you're shaking!"

I tried to respond but I was shaking too violently.

"Alex are you ok?"

"Y-yes I'm s-s-sorry K -"

"Alex don't worry if you don't want to -"

"No I-I do I'm just..."

"This really is your first time isn't it?"

I blushed an even darker shade of beetroot and looked down at the ground.

"Yes it is." I mumbled.

"Alex?"

"Yes."

"Come here."

She stood back and pulled the strap back onto her shoulder smiling mischievously. There was a glint in her eye daring me to act. Tentatively I drew my hand to her shoulder and shakily pulled the strap back down off her shoulder. She smiled at me urging me on. I brushed her defined shoulders with my fingers enjoying the sensation of warm flesh against my fingertips. I moved my hand over to her other strap and eased it down. Now her top hung precariously over her bra. I hovered uncertainly. She looked at me adoringly, fiddling with the hem of the top before stretching her arms upwards expectantly. I obliged, taking the hem and pulling it up and over her head letting the material float to the floor. I took a sharp intake of breath as I admired her body. Her small but supple breasts rested in a lacy black bra but what struck me were her washboard abs. You could bounce a ping pong ball off them.

"Am I ok Alex?"

I murmured something indecipherable. I drew my hands across her back massaging her lower back. I stood back and floated my fingers along each definition on her stomach.

"You're body is amazing Katy." I whispered.

"You think so?"

I cupped her delicate cheekbones gently and kissed her lips softly. It was only fleeting but as we broke off Katy's face was a canvas of delight.

"Can I?"

I motioned to her bra and she nodded excitedly. I reached behind her back unclasping the lacy material. Her breasts sat perfectly upright her nipples hardening. I took one in my hand and squeezed softly exerting slight pressure enjoying her little sighs of joy. I lowered my lips and twirled my tongue around her nipple. The taste was glorious. I moved across to the other breast making sure to continue caressing the other as I did so. I sashayed my lips across her stomach planting baby kisses on each muscle. Finally I stood up again and was once again uncertain.

"Was that ok?"

"It was amazing Alex! Thank you!"

I knew what I wanted but what could I say? Katy seemed to sense my dilemma.

"Yes Alex you can."

I lowered my hands to her firm bum cheeks squeezing them tightly. I couldn't feel anything underneath.

"Alex, don't be shy."

Very slowly I curved my fingers round and reached between her legs to stroke her crotch. I felt the smooth line of her vagina. She wasn't wearing any panties! A drop of liquid escaped my penis. Shit! I still needed to piss like crazy. I stood up hesitantly unsure of what to say.

"Uh Katy I kinda need to use the toilet..."

"Oh! Erm well..."

Before I could reply I felt my shorts falling down and my boxers slipping down. Her soft dainty hands were warm against my upper thighs. My penis shot out fit to burst. I couldn't hold it any longer. I directed the stream into the bowl and heaved a huge sigh of relief. It was only when I finished up that I realised I had my cock out whilst a woman was watching.

"Wow." She murmured.

I took that as a compliment allowing her to stroke her hand up the shaft. I moaned in pleasure. Her smooth fingers moved all over my balls squeezing them hard. I moaned louder. She lowered herself down to her knees.

"Oh yes, yes, please!"

My member was screaming practically vibrating with anticipation.

"Oh thank you Alex."

She licked the moisten shaft and worked her way over my large testicles sucking them in greedily. She kissed the tip fluttering her tongue over it and then she finally drove her lips down over my thudding member. She worked her small mouth up and down over my flesh gagging at the amount of sticky fluid streaming out.

"Alex you're soaking!"

"Oh er sorry...I..."

"No don't apologise! It's flattering!"

I leaned over her pushing my soaking penis into her mouth. I felt the tip hit the back of her throat; she gagged but still slurped up the streaming fluids flooding around her mouth. Slowly Katy rose and stood pressing back into the wall expectantly. I snaked my way down and felt my heart beat even faster. I longed to slip her leggings off but I dragged it out for a little longer kissing the inside of her thighs.

"Alex, stand up."

"What's wrong?"

"Just stand up Alex."

I stood uncertainly. Before I could open my mouth Katy wrapped her arms around my neck and drove her lips into mine knocking me back into the toilet roll dispenser. Her hard nipples pressed uncomfortably into my chest, my arms pinned against the divider between the other cubicle. She was ferocious, biting down on my lip drawing blood as she did so. She was a crazed animal tearing away at my flesh. And through the pain and discomfort I savoured every moment. A carnal desire to be ravished and devoured. Finally she broke off licking her lips demonically, her retinas burning.