A photographer friend of a friend asked me to pose for him. I assumed he meant nude and hesitated before agreeing because I'd never done it before. When he opened the door of his studio, he was totally naked and had a huge boner. Surprised, I said you said you didn't sleep with your models. I don't and I won't with you, he replied. I went inside anyway. I was wearing jeans, a t-shirt and panties but no bra which always feels sexy. I thought he'd tell me to undress but instead he spent time showing me his studio which had mirrors and his equipment. I quickly sussed that he liked being naked around me while I was fully clothed, always close but never touching. It was kinda strange but I liked I too. He had a good body on him. He fondled his cock casually but not masturbating or anything. I wasn't wearing makeup and he told me I needed to put on lipstick and stuff. He followed me to the bathroom and watched me apply it. I expected him to tell me to get nude then which I was completely ready to do but he didn't. He began to photograph me with my clothes on for about 15 minutes. When he was done, he put the flash card in his computer and showed me the photos he would edit. I noticed that because of the mirrors, he could be seen in the pics as much as me and realised that this is what he'd wanted all along, images of him nude with a fully dressed girl. This is what he got off on. I asked him to show more of his work and it was always him naked and the girls clothed. He sent me some copies our photoshoot and I admit I got off on it too. I made my boyfriend do it for me except I also made him masturbate in front of me which took a little persuading.