The Shades of Gray

Elliot twisted the pencil exactly two-and-a-half revolutions inside the hand-held sharpener. He frowned when the oscillating fan blew some of the shavings onto his trousers before he could scoop them neatly and dispose of them in his waste basket.

He thought of removing his suit jacket. He knew he was perspiring underneath. And that’s precisely why he kept it on. It wouldn’t do to be seen with unsightly underarm stains. Still, he felt some resentment that the adjunct office where he worked wasn’t air conditioned as was the outer office.

During his infrequent subversive musings, he thought of it as The Gulag, to which he had been banished along with Evelyn and Martha. He understood why. He had understood since high school. He was bland, colorless—a wet rag. He’d come to terms with it, but sometimes he wondered if people like him were the last group PC society could safely discriminate against. Nerd, pencil-neck, geek, Roger-Wilco. He’d heard them all at one time or another. Added to those putdowns was beanpole, due to his 6-foot-three, straight-as-a-pencil frame. But, he thought, that’s just the way I am; I can’t help it.

He gave up trying to get the joke, and decided, more often than not, he was the punch line. After a while it got easy, ignoring the laughter and the hushed snickers. He remained safe and unhurt within his routines.

But recently, he felt something missing, or more precisely, that he was missing something. He had stumbled across a Web site while surfing for a cheaper stationery supplier—something called “Blue Notes.”

It was a fiction site—an erotic fiction site. He didn’t realize that at first. Most unlike Elliot, he did not close the site immediately and move on, but began to read one of the stories. It was a simple tale about a lonely man and a lonely woman who meet quite by accident, but in a plain-as-life setting. He became enthralled in their story, which was romantic in an unspectacular way. When he got to the part where they had rapturous sex, he was hooked.

He closed the site and crossed his fingers that the company hadn’t monitored his surfing.

But since he’d read the story he often found other thoughts intruding into his routines: Why not me, why couldn’t something like that happen to me?

It irritated him, and ignited brushfires of dissatisfaction in his mind, prompting small acts of rebellion.

The hell with it, he thought. He took off his suit jacket and folded it over his seat. His underarms were soaked. He sniffed, but all he could smell was Old Spice.

Evelyn stepped through the frosted glass door. A cool wave of factory air trailed after her before she closed the door and sealed them back up in the Gulag. Elliot wondered if he should put his jacket back on.

Evelyn’s cheeks were flushed and Elliot noted two buttons on her white blouse were undone. It must be very hot out. Ordinarily, Evelyn was quite persnickety about her work appearance. He also noticed her glasses were steamed from the change in temperature.

“Nice lunch?” he ventured, expecting the perfunctory answer, as meaningless as the question.

Instead of sitting behind her desk, Evelyn sat in the homely, straight-backed office chair beside Elliot’s desk.

“I took my lunch in the park,” she said.


“I watched a couple on a bench, a woman about my age, and a man.”


“They were sharing an ice cream cone, and some dribbled onto her chin.”

“Hmm,” he nodded.

“He kissed if off her chin.” She looked past Elliot to someplace far beyond the Gulag.

Elliot was unsure how to respond. “Are you all right, Evelyn?”

She put her glasses down on his desk. Her eyes were dark green. He had never noticed before, even though they’d worked together for seven years.

“Elliot—oh God.”

“Evelyn? What—what’s the matter?”

“I want to be touched.”

Elliot swallowed hard. “Huh?”

“No one has touched me in ages. I know I’m plain, I know I’m not attractive, but I need someone to touch me.”

Elliot sat astounded as Evelyn’s chin trembled and her eyes filled with tears. He stood and she looked up at him, he thought, with beseeching eyes.

“Evelyn—why, that’s not true. You’re quite attractive, please don’t …”

“I am?” she asked. It was the voice of a child, seeking reassurance, and Elliot felt a tug on his heart.

“Well—you see—I mean …” He cupped her chin in his hand. Wheels and pulleys, gears and pistons began to hum inside his body. He leaned down and kissed her, right on her lips. Their tongues touched and then he broke the seal. Somewhere from way in the back of his head a voice echoed: Holy mackerel, did he just do that?

Evelyn stood, her eyes wide, and her lips parted.

“Evelyn, I—I’m—please, I didn’t mean …”

She clasped her arms around his waist and thumped her cheek against his chest. “Oh, Elliot,” she moaned. His nostrils filled with the aroma of apples and perspiration wafting from her soft, dark hair.

Another voice boomed inside his skull: Annnnnnd … We’re off!

All of a sudden he and Evelyn were airborne, carried away from the earth like a fast-rising balloon.

His hands were all over her, exploring, touching, pulling her against him, molding her to his body. He peppered her cheeks with kisses, and trailed his lips down her neck, where he burrowed beneath her collar to lick the hollow behind her collar bone. His glasses tumbled onto the floor.

Evelyn whimpered as she soaked up his touch. Her face was burning, and so was her chest. His hands found her ass, clad in her sensible gray skirt. She cursed the fabric that came between them.

“Evelyn,” Elliot panted, “do—do you want me to—stop?”

She vigorously shook her head, popped two buttons off his shirt and tried to kiss his chest. She pouted and whined at the barrier his undershirt presented to her lips. But, by now his hands had found their way inside her blouse and were coursing below the cups of her utilitarian bra.

“Oh, Elliott,” she moaned. She pulled his shirt open and buttons ricocheted about the room. Then, her two fists grasping the fabric of his undershirt, she ripped it apart, exposing his pale, smooth chest.


“Take my clothes off—please—take my clothes off—take my clothes off.”

Elliot’s face was burning now. Her mantra called to his cock, which was painfully bent, struggling to uncoil inside his crotch. He reached behind her and tried to work out the mystery of the bra clasp. He fumbled and she winced as the straps bit into her soft flesh. She reached behind and deftly unfastened the bra. With the tension released, her breasts spilled beneath the useless garment, which lifted and puffed like twin airbags.

Elliott pulled bra and blouse off in one motion.

And there were Evelyn’s breasts—pale, freckled, free to accommodate themselves with gravity in subtlely wondrous ways. Her nipples were large, dusty rose, daintily seated within orange-brown halos.

Elliot’s mouth opened in a perfect ‘O’ before he sighed, “Ohhhh, lovely.”

“Kiss them, Elliot … please kiss them.”

Elliot felt like he was drugged, or moving through a mellow dream. He lifted one breast in his hand as Evelyn shivered. Bending, he locked onto the nipple with his eyes before his lips closed around it. His tongue teased it into a firm bud as he suckled.

Evelyn’s fingers combed through his short black hair, blurring the perfect part. She sighed his name.

Elliot’s cock struggled to burst through his trousers. Then he heard the hum of a zipper. Evelyn’s gray skirt hissed down her legs and pooled at their feet. He stepped back and looked at her.

She isn’t skinny, he thought. Everywhere, creamy, pliant flesh, and generous curves. Her pouchy belly trembled. Yes, he could swear he saw her belly tremble. She tried to cover it with her hands.

“No, no, don’t,” he pleaded. “You’re beautiful, Evie. You look like—like—Venus, in a painting.”



“You called me Evie.”

“I—if you don’t …”

“I love it,” she said breathlessly

Elliot smiled, then he spotted the panties. Unlike the Kevlar-strength bra, her panties were delicate, black lace. They had been Evelyn’s little secret from Victoria’s Secret. His cock could be contained no longer. He reached down and unzipped his fly.

Evelyn staggered at the sight of it as it emerged. It was slender, but long and curved. And the head of it looked like a huge purple helmet. She wondered how it would feel plunging inside her. She stepped backward to the large oak table. She lifted herself up, then, propped on her arms, leaned back.

“Take me, Elliot. Please, take me.”

Elliot let his pants fall and walked awkwardly toward her. Again he let his hands roam over her soft places, her belly and her breasts, then her thighs. He couldn’t get enough of the feel of her.

God, he thought, is there anything that could feel more incredibly wondrous as a woman’s soft flesh?

His fingers hooked into the waist of her panties and he drew them slowly down her legs. He left them dangling off her right ankle.

Evelyn was moaning. “Elliot, don’t torture me any longer. Please … please …”

He lifted his cock and let the head part her swollen lips, then he pushed himself against the gate of her cunt. Evelyn made strange wonderful sounds as he slipped the head of his cock into her passage. Then another slow, forceful push brought a sustained high-octave keening from the magical creature that Evelyn had become for him. He pushed his way deeper, lifting her legs until his drooping balls slapped against her ass.

In a moment he found a rhythm and his mind was riveted on one thing, the sensation of being inside her. Evelyn arched her back and met his thrusts.

“Talk—talk to me,” she said, groaning and sighing all at once.

“Huh? Talk?”

“Say bad things to me, Elliot.”

“But, but you’re not—like that.”

“Oh, Elliot, make me a bad girl.”

He looked down at her belly, rippling with each thrust and withdrawal. A pink flush spread across her chest. The sight of it made him crazy with lust. He heard himself saying wicked things.

“So, you’re a bad girl, Evie?”


“A bad girl who takes her clothes off for men?”

She whimpered in reply.

He thrust more aggressively. “You dirty, nasty girl. Bad, wicked girl.”

Evelyn was losing control; her hands grasped the table then coursed through her dark hair. She was writhing like a being in agony.

“Evie, you’re my bad girl, naked girl. I’m inside you, Evie. You know what I’m doing to you.”


“Say it, Evie.”

“You’re—fucking me!”

Elliot felt a roiling in his balls, he couldn’t last. But Evie was thrashing, twisting beneath him. She wrapped her legs around the small of his back, reached up and dug her nails into his shoulders. She was making small gagging noises and her eyes were unfocused.

He panicked. Oh, no, she’s having a seizure. Oh, God, she’s an epileptic. She hasn’t been in her right mind. Oh, Jesus, they’ll say I raped an epileptic woman.

He tried to withdraw, but she held fast to him. “Don’t stop—don’t stop—don’t stop!”

Her back arched and she thrashed her head from side to side. “Oh, Jesus!”

A flutter—Elliot could swear her saw her tummy flutter, then another spasm. Then she went limp. He was so astounded, his own orgasm never crested.

Evelyn lay, eyes closed, breathing raggedly through her mouth. Elliot lovingly pushed a strand of hair away from her eyes.

“Oh, darling,” she sighed. “That was wonderful.”

He watched her breasts rise and fall with each breath. So many soft places to nuzzle. She was magnificent. His cock was hard, propped on the edge of the table, rampant and in need of release.

A rush of air bathed his ass, which was wet with perspiration. A shiver ran up his back. Then the sound of the door closing,

“Ohhhh, my God!”

Elliot spun around. Martha stood pressed to the wall between the door and her desk, both her palms flat against her cheeks. Her head nodded like a bobble doll, her eyes fixed to the purple bulb bouncing at the end of Elliot’s cock.

Evelyn sat up. “Oh, dear, oh, dear—Martha—Oh, my God.”

Martha was making odd sounds that coalesced into a long low-frequency wail. Tears began to spread over her cheeks.

“Oh, no,” Elliot said. “Martha. Oh, what have we done? I’m so sorry.”

Evelyn rushed to Martha who took in her nakedness with amazed eyes.

“Please, Martha, don’t be upset. Oh, you poor dear. We’re sorry.”

Martha tried to respond, first with little squeaks, but then she found her voice.

“No, no—don’t be sorry. Oh, you don’t understand. You both look—so beautiful. I’m so happy for you.” Then she burst into tears.

Evelyn hugged her. She looked to Elliot, who shrugged.

Martha stepped back but continued to hold Evelyn in a loose embrace. “Dear, oh my, you feel wonderful.”

Evelyn’s eyes widened. “Martha?”

“Oh, Hon, it’s all right. I’m not like that. It’s just, oh, you feel so nice. You really are a beautiful thing.”

She turned to Elliot, whose cock still bobbed rampant. “Oh, my. Elliot.”

“Are you okay, Martha?” Evelyn said, lifting her chin.

“Yes, yes, of course. It’s just—you can’t imagine how much I fantasized about something like this. You see, I read—erotica.” She whispered the last word.

She wiped away a tear. “It’s so unfair. They put us away in this dingy little office together because they think we’re—well—just three colorless stiffs. But we have fantasies, we have needs.”

“Well, yes, Martha, of course we do.”

“You see, Hon, you feel so good, because I—I haven’t touched another person in so long. You don’t mind, do you?”

“Of course not, dear.”

“I thought you might think I only—you know—like ladies. But, I’ve daydreamed about us three, yes I have. And now, I’m so happy for you, but I—I …” She began to bawl.

Elliot awkwardly made his way to the fan, since his pants were still around his ankles. He turned up the speed on the fan, because it made a high-pitched whining sound he hoped would disguise Martha’s sobbing.

“There, there, dear.” Evelyn tried to soothe her.

“It’s just,” Martha sobbed. “Now I’m left behind—again.”

“What? Whatever do you mean?”

“Well, you and Elliot …”

Evelyn turned to look at Elliot. “We’re all friends here, Martha. You aren’t being ‘left behind’. Not ever. Isn’t that right, Elliot?”

Elliot looked questioningly at the two women.

“We have plans for you, Martha,” Evelyn said, an exaggerated tone of wickedness in her voice. She winked and nodded at Elliot.

“Huh?—Oh yes, that’s right, ah, Martha.”

Martha began to tremble in Evelyn’s embrace. “What, what do you mean?”

“We hear that you are a very bad girl, Martha,” said Elliot, “reading dirty stories, having nasty daydreams.”

Martha’s sole response was a long, drawn out “Oh …”

“That’s right, Martha,” Evelyn added. She began to unbutton Martha’s blouse. Martha continued to respond with unintelligible moans, squeaks and coos.

“I want to see you naked, Martha.” Elliot said, his left eyebrow arched like a perfect villain.

“Oooo, no,” Martha whimpered, putting up no resistance to Evelyn’s efforts to undress her. “You mustn’t.”

“Oh yes, Martha,” Evelyn purred. “Now, let’s show Elliot your breasts.”

Martha was euphorically paralyzed while Evelyn lifted her blouse and suit coat off in one move. That left a formidable, body-shaping white thing. Perhaps it could be called a corset, but it looked more like Martha was anticipating an assassination attempt.

“This will never do,” Evelyn said, losing count of the fasteners in back. She reached around and grasped the garment. She took a deep breath and rent it open.

Elliot stood amazed at Evelyn’s strength. His amazement doubled as Martha’s heavy breasts flopped unfettered into view. Martha tried to cover herself with her arms, but Evelyn pulled them aside.

“Oh, no you don’t,” she coyly scolded Martha.

She said to Elliot. “Well, aren’t they beautiful?”

“Hmmm, I’m going to have those lovely scoops of vanilla.”

Martha was incapable of speech as Evelyn hefted her breasts, “Yum, French vanilla.”

Evelyn completed undressing Martha. Unlike her office mate, Martha wore plain white briefs. Evelyn nearly tore those off too, revealing Martha’s trembling, peaches and cream body.

Elliot sighed, “Reubenesque.”

He approached her, like a man in a potato sack race. It never occurred to him to just step out of his pants. He ran his hands over Martha’s thighs, her belly, then leaned to kiss her breasts, that were large, but adorned with tiny pink nipples. Those sensations of pliant, giving softness captivated him, but still he discerned a difference between her and Evelyn.

She was wooly between her thighs, he thought, and he could barely make out the slit of her pussy under the light brown curls. But she smelled like rose soap and warm dough.

Martha lay back on her desk, her eyes wide, and tremors reverberating up and down her body. Small kitten sounds emanated from her slightly parted lips.

Evelyn smiled at Elliot and nodded.

“All right, Martha,” he said in a low rumble. “This is what happens to bad girls.”

He lifted his cock and pushed at her entrance. There was no resistance. Martha was thoroughly saturated in warm viscosity. He slipped his length into her. Wondrous, but still a bit different from Evelyn.

He began to rock and swivel his hips as Martha moaned.

Evelyn leaned down to massage Martha’s breasts. “Look at you, Martha. You nasty little trollop. He’s fucking you, Martha—he’s fucking you. We’ll never let you wear clothes again, you naked little hussy.”

Martha’s arms closed around Elliot and pulled him on top of her, even as she moaned, “No, no—on no—don’t, you mustn’t … oh …”

“Martha,” Evelyn whispered wickedly in her ear. “Do you know what they call bad girls like you?”


“Slut,” she hissed.

That was it, whatever it was. It exploded like a bomb underwater, and the shockwave rolled from Martha’s cunt, under her breasts and back down again. Then there were the aftershocks. Martha’s eyes rolled back and her body went gloriously limp.

Elliot swore he could see that flutter in Martha’s tummy. And that was his trigger. Jets of fluid launched from the base of his cock and through the nozzle of his cockhead. He shuddered, attempting to shed the last of the lovely, terrible tension.

Martha was out of it, breathing in sighs, like a child having a sweet dream. Elliot lowered his head and kissed her tummy.

A tear trickled down Evelyn’s cheek, as she watched him stand and shake himself. He smiled then leaned over to whisper in her ear. “That’s what I wanted to do to you.”

Evelyn kissed him. “You’ll have another chance.”

They let Martha nap. It was only then that Elliot thought to lock the door. He laughed to himself, thinking anyone might have come in to witness their little orgy. But, no one ever came in unless they had to.

They tried to collect their clothing, and shrugged at finding much of it torn and damaged beyond use.

Martha stirred and Evelyn helped her sit up. “Oh, thank you … thank you both,” she said, dabbing her eyes with a tissue.

It was nearly quitting time. Evelyn used paper clips to fasten Elliot’s shirt together. Martha’s ‘foundation garment’ was beyond repair. Evelyn helped her button her suit coat around her naked breasts. The remnants of the damaged clothing they tossed in a brown bag.

“What’ll we do now?” Martha whispered. Evelyn turned to Elliot.

“Well,” he said. “We’re going to walk out of here like it was any other day. No one ever notices us. Were going outside and—ladies—I’d like to invite you over to my apartment. I have a king-size bed.”

“I’ll cook,” Martha enthused. “I’ve been dying to cook a special dinner.”

“I know a nice place we can stop to buy some wine,” Evelyn added.

They queued up like kids in parochial school. Elliot asked, “Ready?”

The women nodded, and they stepped through the door, expressionless, past their disinterested co-workers. The air conditioning refreshed them.

They boarded an elevator together and rode it to the lobby. As they approached the security station, Ray March, an office manager, signaled Sam, the security guard.

“Here they come,” he sniggered, “the three shades of gray. I wonder if any of them ever had a spontaneous moment in their lives.”

Sam, a wise, friendly man, smiled and said, “You can’t never tell a book by its cover.”

“Oh, yeah? Well, I’m telling you, the poor guy who makes a move on those plain janes had better wear his thermal underwear, cause it’ll take a long time to thaw out those ice-age pussies.”

They passed, nodding to Sam and March. As they reached the door, March called after them, “Have a great weekend—at the library.” He laughed.

“Go fuck yourself, March.” Elliot said and the ladies tried to suppress giggles.

March hadn’t quite made out his words. He looked at Sam, “Did he say—nah—couldn’t have.”

At curbside, Elliott announced. “No bus today, Ladies. I’m springing for a taxi.”

He waved down a red-checkered sedan. Evelyn slid in, then Elliot, then Martha. Together in the backseat, the ladies snuggled against him, grinning, giggling and contentedly nuzzling against his shoulders.

Elliot noticed the driver smiling at him in the rearview mirror. He grinned back and said, “Magic happens.”

The driver laughed, “I hear that. And don’t you worry, so long as the meter’s running, this cab ain’t turning into no pumpkin.”

© 2003 Robert Buckley. All rights reserved. Content may not be copied or used in whole or part without written permission from the author.

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