Penny.

Penny was just sixteen years old when a horrible car accident caused her to lose both legs just above the knee. She had been a gymnast in school, had tried out and been accepted as a cheer-leader for the following year, with dreams and aspirations to perhaps further her gymnastics abilities in the very near future while attending college. All that came to a horrible and tragic end with the accident, along with Penny's self esteem and hopes for the future. Though she had always been considered attractive, good natured and outgoing, after the accident she withdrew into herself, no longer caring how she looked, felt or even behaved around friends and family who shared her pain, her loss, but who also unfortunately and sadly, distanced themselves from her over time, though she did much of that herself in pushing them away, preferring to look upon herself as a horribly disfigured woman who no man would ever want or love.

Seeing and believing herself in this way, sex was of course the last thing on her mind and something she found she had no desire to experience or share with anyone.

By the time she was thirty, Penny had learned of course to be self-sufficient, though she remained for the most part glued to her wheel chair. She'd made some effort at trying to walk again with the help of artificial limbs, but had eventually given up any hope or desire of accomplishing that, self-pity, frustration and anger winning out over any desire other than to spend the rest of her life in her chair. Her only real accomplishment was in buying one-half of a duplex that she soon after moved into that had room enough for her to move around in as well as easy access for exiting and entering. She learned to use a moveable step-stool ladder in her home in order to cook, store groceries, and try to live as normal a life as she could on her own, content to do so having long ago accepted the fact emotionally that she would in all likelihood never marry, never have kids, and since she'd also chosen to remain a virgin having never had any sort of intimate sexual relationship with anyone, short of the very rare instances when she would sometimes masturbate, though even those moments were far and few in-between.

Her one and only real friend was William, though he preferred being called "Will" over "Bill" as he'd informed her after they'd first met. Will owned the duplex that Penny was purchasing her half from. As such, he'd helped her move and get settled in to some extent, offering her help only when he knew she needed and wanted it, astute enough to not offer unless she actually asked. It was because of this perhaps that over time, she had actually begun to look forward to his visits with her, though he was twenty years older, divorced, with two teenage daughters she couldn't really stand whenever they came to visit their father, and not because they were bratty or obnoxious, but because they reminded her too much of herself back when she was their age, just before the accident.

And just like Will's daughters, she had once worn her naturally blond hair long, well past her shoulders. Now, she kept it short, cutting it herself as it too had become too much of a nuisance, too much of a burden, and too much of a reminder of her past. Penny had even seriously considered having a breast reduction, and though her boobs weren't overly large by any means, they were enough so that she thought herself even more top-heavy and grossly miss-proportioned whenever she looked at herself in the mirror, which she hardly ever did anyway, not liking what she saw there whenever she had.

It was on a particular very hot summer evening, Penny sat outside on the back shared Patio that Will had built. He was in the process of barbequing some chicken for them for dinner, Penny volunteering to make a nice green salad to go along with, watching Will as he cooked, enjoying the glass of wine he'd given her, though this was already her third, and she was already feeling it. Still, all in all she hadn't felt quite this much at peace with herself in quite some time, and Will had truly proven himself to be a good friend and neighbor, so she was very relaxed and comfortable around him. Perhaps it was because of that, along with the several glasses of wine that she'd consumed already, Penny found herself in one of her very rare, very infrequent moods when normal, natural desires and curiosities caused her to question Will intimately about his own personal life as they sat down to eat.

"Why is it that I never see you bring anyone home, or ever go out on the weekends?" she asked suddenly. "Except for when you're working, you're always here just like I am."

Will gave Penny a knowing look. "First of all, because I hate dating, especially at my age, and secondly, because every woman I've ever met has tried to make me into something I'm not."

Penny grinned in spite of herself, she knew exactly what that felt like. But it was the wine that had loosened her tongue as well as her curiosity. Had it not been for that, her next question might never have been asked. Will certainly was an attractive looking man, even she had to admit that to herself, but he was the first one she'd ever met and gotten to know whose world didn't seem to revolve around sex.

"Do you miss not being with a woman?" she began, continuing before Will had time to respond to that. "What I mean is, do you prefer being celibate?"

He laughed openly, almost a boyish kind of laughter as he nearly spilled wine on himself, barely setting his glass back down on the table before doing so. "Do I miss not being with a woman? Hell yes I do! I miss it every day, though I'll freely admit this to you, it's not my ex-wife that I miss. It was because of her that I met and actually fell in love with someone else who showed me what intimacy, love and adventure could really feel like. And it's not even her that I miss either, but that! And as far as being celibate goes, it's not by my choice that I am Penny, I've just not met, nor really tried to meet anyone else that could share with me the kind of passion and excitement that I'm talking about!"

Penny was surprised by his answer, as well as intrigued by it too. And though she was certainly naive when it came to just about everything of a sexual nature, she wasn't without feeling that every once in a while came on her like a plague until wrestling with her emotions, guilt and anxiety, she'd finally give into it and then masturbate like crazy for two or three days in a row before finally putting the beast back where it belonged for a while.

"How do you manage it then?" she heard herself asking, without realizing the response that might come from having done so.

"Probably the same as you, I jerk off a lot," he said truthfully, not seemingly embarrassed by that admission at all.

Penny felt her face reddening, and not from her own embarrassment either, but from his simple honest admission that immediately painted an image for her inside her head that she couldn't seem to shake off as she sat imagining it.

"I don't," she said softly, lying to Will as well as herself.

"Why not?" he shot back, catching her off guard. "You may have lost your legs, but you're certainly not paralyzed, hell Penny, as strange as this may sound, you could probably do more interesting things in bed than most men would ever dream of having a woman be able to do!"

For the briefest of moments, she didn't quite know what to think, or even how to respond to that, so she told him the Gods honest truth about herself in three simple words. "I'm a virgin."

Maybe his eyes registered some surprise by this revelation, though he didn't exactly pounce on it the way every other man she'd ever met had, which is one of the reasons she'd quit sharing that personal tid-bit about herself with anyone, until now.

"When you meet the right man," he said very seriously, "then you'll know when it's right for you. Just because you've chosen to remain a virgin up until now, doesn't mean you'll always be one either. Most important advice I could give you is, don't worry or keep thinking about it. When the time comes, it will. Until then, just keep being yourself."

Penny truly was amazed at what he'd just told her. Once again, every other man she'd ever known that she'd confided that personal little secret with had suddenly taken it upon themselves to voluntarily offer her their services, as though they'd be doing her a big favor in having done so. Will hadn't, if anything, he'd all but told her to stay one until she felt doing otherwise. Which in a sense, she had been, though she'd also resigned herself to remaining a virgin the rest of her life too.

She didn't know why, even later afterwards as she thought about it, why she would share even more intimate personal thoughts with him, but she did. It was as though she was offering Will the key to her most private place, daring him to take it, open it, and discover what was inside, though she really didn't know herself what could be found there, only that there was a nagging, burning desire that had been a part of her for as long as she could remember. "The beast" as she called it and thought about it, the "monster" that she was constantly having to find a way to appease before she could make it go away again, and this ... was becoming harder and harder for her to do every time she'd fought with it.

"It's not that simple," she began actually feeling comfortable in telling him all this. "It's not like I want to remain a virgin, just never met or found anyone who could accept me for me in that way. I keep feeling like I'd be some sort of conquest, or looked upon like a freak-show exhibit that promises to know the secret sexual abilities of the universe or something. And I don't, sure ... I understand the basics, I'm not stupid either, but beyond that, I don't know a damn thing, and to be honest with you about it Will, that scares the hell out of me!"

Will sat back in his chair looking at her, neither smiling, nor frowning, and certainly not judging. "What do you want to know? To learn?" he asked simply, just as seriously.

She laughed at that, feeling her defenses rising up once again, even though her fifth glass of wine kept liquefying the foundation so that it kept tumbling down around her rather than continuing to stand as it had in the past.

"What? You're offering to teach me all about sex?" she asked laughing, trying to use humor to mask her real feelings which she knew to be the beast inside her having perked it's ears up at hearing this.

"Only as much as you're in the mood to want to know, nothing more ... nothing less, everything at your pace and speed. But yes, if you want to put it that way, I'll teach you as much, or as little as you really want to know, it would be entirely up to you."

She tried laughing his answer off again, but his expression remained, as well as his silence as he sat waiting on her, waiting for her to actually think about it, to decide for herself what it was she truly wanted to know about herself, had always wanted to discover, but been too afraid to find out.

"So, sort of like sex for dummies?" she'd thrown out, again hiding her sudden fear and anxiety in humor as she goaded him into turning this into some sort of joke as well.

"You're not dumb," he told her, an edge to his tone of voice she'd not heard before, though he didn't press it any further with her, just letting that simple statement settle in. "And like I said, as little as you want to know, or even care to," he added. "But it's entirely up to you."

Will stood at that moment and turned heading back into the house. Penny thought for a moment that she might have actually offended him, made him angry with her, and she was surprised to feel that this was the last thing she'd ever wanted to do, probably for the first time in her life for that matter.

"Where're you going?" she asked worriedly, not wanting this evening, nor this conversation to end quite yet.

"We're out of wine," he told her finally smiling. "But I think you've had more than enough of it already," he added. "So I'm going to put on a pot of coffee, after that, you can tell me what you'd like to talk about first, and we'll take it from there."

Penny sat while Will went inside to make them some coffee, thinking about what'd he'd told her, trying to find some hidden reasoning behind his intentions, the struggle one she'd often had with herself before, though finding this one entirely different. She'd certainly been aroused before too, but as with that, she fought against it, convincing herself that it was a disgusting abnormal urge and desire to have until succumbing to it, giving in to it, then hating herself for many days afterwards. As she sat there, she couldn't help but think that this is how that would end too, hating herself the next day, but accepting that it was already too late to do anything about it now. She was aroused, curiously aroused, and the beast had been set free.

"So? Thought about what I said?" Will asked when he came back outside carrying two cups of freshly brewed coffee with him, setting one down in front of her, then taking his seat.

Penny was tempted to use humor on him once again, but found the beast wasn't feeling too funny at the moment, and now very much in charge of her thoughts and emotions. "You really were serious then?" she asked not at all smiling when she said it. "As slow as I want, I can ask you whatever I want to, and you won't try and push anything any further than that."

Will just looked at her without speaking, giving her a subtle nod of the head instead.

"Hmm, where to begin?" she asked smiling, not really joking now, but wanting desperately to see the smile return to his face, making this less serious than she herself was now making it. And then he did smile.

"Why not begin with what you know? Or don't know about whatever it is you'd first like to know," he told her.

"Like what?" she said allowing him to turn the key she'd actually given him in the lock, the door slowly opening.

"Why don't we start with masturbation?" he asked.

Hearing that, she did laugh, but it was a nervous laugh too. "I already know how to do that!" she told him.

"Do you?"

His simple question paralyzed her momentarily, she found herself tongue-tied and unable to speak as words failed to say what she was honestly feeling in trying to just as honestly answer that.

"Let me ask you something," he said giving her a reprieve which she found herself greatly appreciating for the moment.

"Ok, shoot!"

"First off, the rules."

"Rules?"

"Yeah, rules. Number one, honesty. No bull-shit. Tell me how you feel, or don't feel about something if I ask. And likewise, if you ask me about something, then expect an honest and totally candid answer in response, don't shy away from what I say, or in what words I use to say it. If you do, then this isn't going to work, and it ends right then and there. Understood?"

"Ok, what other rules?"

"Actually, just that one, let's keep it simple for now. Let's just agree to be totally and completely honest with one another from the very beginning. After that, if we think we need more rules, we'll discuss them. How's that sound?"

"Fine with me," Penny said meaning it, though she wondered if she would actually be as truthful with him as he was expecting her to. She'd never been so with anyone else before, so she wondered if she even could be now though she'd promised that she would be.

"I mean it Penny," Will said as though he'd seen the hesitation in her eyes. "If you can't be, or don't want to be, then this discussion ends, or any other future discussions for that matter too!" he said once again letting her hear the edge in his tone of voice as he spoke to her.

"Ok, so what was it you wanted to ask me about masturbation?" she asked letting him know that she was a least willing to try by reinitiating the subject.

"Do you enjoy it?"

"Enjoy it?" She said aloud, though inside she was already trying to find some way to evade, or dance around the honest answer. Looking into his eyes before she spoke however, she realized she couldn't, not if this really was to continue the way she now realized she wanted it to, she couldn't. "If you mean do I feel pleasure? Then yes, in a way I do I guess, while I'm doing it. But most of the times afterwards, I'm disgusted by it, disgusted that I did, or that I even had an orgasm, if an orgasm is even what it is that I feel afterwards or during," she added as honestly as she felt she could try and explain to him under the circumstances. By the look in his eyes however, he seemed to know and completely understand what she'd meant.

"You said you were a virgin, but have you ever had any intimate personal experiences with another person? Man or woman?" he asked.

She again laughed, a nervous laugh perhaps that told him she would answer him rather than hide or attempt to hide the truth. "Sure, I went through the normal curious phase of wondering, exploring, once with a boy my age, and even once with a woman I met a few years after the accident when I thought perhaps I really did hate men and was now secretly a lesbian or something. But the truth of the matter is, I've never even seen a man's penis before, a boy's dick yes, but not a man's!"

"Hard or soft?" he asked her.

"What?"

"Hard or soft? How would you like to see it?" he pressed.

She thought about it, "Both I guess ... yes, both!" Will made no movement however, though she was sort of expecting it. She waited until she couldn't wait any more. "Well? You going to show me or not?"

"Was waiting for you to ask me," he said turning it back on her. "I'm not going to assume anything, and neither should you. If you truly want to see or do something, then you have to tell me."

"Rule number two?"

"Rule number two," he grinned as he stood and began removing his pants.

Once he had done so, he stood in front of her, fully exposed, though she couldn't honestly say if he was fully soft, certainly not hard, but more importantly she looked, and found fascination with it in looking, seeing really for the very first time. "OK, now make it hard ... please?" she added looking up into his eyes.

Will stroked it briefly, coaxing himself into firmness, and then released it allowing it to stand of its own accord.

"Goodness!"

"What?"

"It looks totally different!" she exclaimed, actually surprised by it.

Will looked down at himself, smiled, and then met her eyes once again. "Yeah, sometimes it even surprises me, when I get really aroused, it even looks different than it does now."

"Really aroused?" she asked.

"Yeah, really aroused," he told her.

"And how do you do that?"

"Well obviously, playing with it, enjoying myself when I do, or when someone else does preferably, but that's when," he said sitting down now, though he didn't make any effort to put his pants back on as he did.

"Will you do that?" she found herself asking.

"If you really want me to, yes."

"I do," she said feeling even more aroused herself, wondering if this time she'd really have to wrestle with the demons inside her for admitting to that afterwards, after all this was said and done and she was alone back inside her own house once again.

"For how long?" he asked.

"What do you mean for how long?" she asked him back.

"Until you're satisfied, or I am?" he said letting her know in no uncertain terms what he'd meant by that.

"I've never seen that either," she freely admitted.

"You still haven't answered my question either," he told her. "Be specific!"

"Rule number three?"

This time he laughed, the tension that had grown between them easing somewhat. "Yeah, rule number three, maybe we'd better get a pad and pencil," he suggested.

"Nah, I've got a good memory, I'll write them all down for us later," she grinned.

Will continued to sit, though now Penny watched as his hand came up once again encircling his prick. She watched his eyes close, watched as his hand began to caress, touch, and tickle himself in ways she could have never imagined. She'd honestly expected to simply see Will pumping his hand up and down on his shaft, just as she'd heard and learned long ago by what her then girlfriends had told her, or shared with her as to what they'd done, and how. Seeing him now, both fascinated, as well as repulsed her, repulsed because she was witnessing pleasure in his face, pleasure that he was openly enjoying and bringing on to himself. Repulsed because it aroused her, excited her to be watching him, she felt her own wetness begin just as it had in the past, when she'd finally fought against it long enough, giving in to it, the only way she knew to make it go away. Knowing as she sat there, the longer she sat there, that it would get stronger and stronger in her as well, until it wouldn't, until it couldn't go away until she eventually found time for herself and helped it do so. And Penny was repulsed by that even more so, because she looked forward to doing it!

Penny knew all the basics, all the mechanics of course. But she didn't know, had never seen, never experienced or knew what it was like when a man actually ejaculated. She found herself once again struggling with her emotions, apprehensive, fearful, once again repulsed, but there was another side to that coin, a side that was growing stronger and stronger with each passing minute. She was also excited, curiously interested anticipating the moment, and more than she'd ever allowed herself to feel or be, more aroused than she had ever been before in her entire life!

Will didn't just sit pumping his cock up and down either. Something else which surprised her, fascinated her, and drew her interest. He actually sat there, enjoying it, enjoying himself as he touched himself in ways that she honestly believed most men would never admit to in doing, only when alone. But here he was, showing her what he enjoyed, what he liked, and in many ways how it felt through the expressions on his face, his breathing, and even his escaped sighs of pleasure and ecstasy as his orgasm grew nearer and nearer.

She was almost afraid to speak, fearful that if she did she would break his revelry and passion, but she formed the words, speaking them before she could catch herself.

"How does it feel for you? By the look on your face, I'd say it feels good obviously, and that you seem to be getting closer to the end."

"I am," he said opening his eyes, lust-filled eyes that spoke volumes of what he was feeling, and so vulnerably now sharing with her as he did so. "It does feel good yes, I know better than anyone what to do and when to do it, how to tease and tickle, how to increase, or even decrease the pleasure in order to intensify the climax when it does come, when I allow it to happen."

In a way, she could understand all that, though she'd never really allowed herself to experience it.

"But as good as this feels, as good as I can make myself feel, it always feels better when someone else is doing it for you," he told her freely and honestly.

She didn't know she was holding her breath, until her body demanded that she do so. "Better?" she asked then, though the pitch of her voice reflected her sudden intake of air. "How?" she added, suddenly berating herself for having done so, for interrupting the ecstasy and joy he was obviously so near.

"Because," he said grinning at her, though his hand continued to move, continued to play, continued to fondle, tease and now more purposely stroke. "When you allow someone else to share with you that pleasure, give and bring you pleasure even if they don't know you as well as you know yourself, the intimacy of that, becomes an even greater pleasure, an even more erotic thrill, so when release does finally come, it is usually far greater than you could have ever done, or given to yourself, that's why!"

Maybe it was because of the way he said it, maybe it was because of the look in his eyes as he looked at her, the truth of what he'd said revealed to her, the door pushing even more wider now, a bit of light from the outside beginning to seep in, she would wonder and ask herself afterwards why she did it, coming up with the only answer that made any sense, 'because she wanted to.'

A simple movement of her chair brought her directly next to him at that moment, and then her hand slipped into his lap replacing his own, which though surprising him perhaps, he allowed, smiling happily towards her as she began exploring the strangeness of his sex, and the passion of wonder and joy to bubble to the surface of her mind in ways that she had never before experienced.

It was such a silly, simple thing really. But Penny was glad to see Will kept his eyes closed as she explored him with hands and fingers. Perhaps he did so as he truly was enjoying the sensations she was bringing to him, though for the life of her, she didn't know why he would. It was more exploratory than coaxing as she considered it, but she was grateful none-the-less for the privacy he afforded to her as she scrutinized his hard throbbing prick not only with her hands, but with her eyes as well. Had he sat watching her every movement, Penny knew she would have been far too embarrassed and shy to continue doing so, but knowing he wasn't, without having to look up and see for herself that he wasn't, she continued, her fondling becoming bolder and bolder.

Even with the periodic small sighs of pleasure that Will occasionally allowed himself to make was erotic for her to hear, so much so that she found herself becoming more and more aroused with each passing moment. When his breathing suddenly took on a much deeper intake, along with his moans becoming a bit throatier as well, she knew that Will was on the verge of climax. Only then did she look up into his eyes, seeing them open, a small pleasured smile spreading across his face.

"I'm very, very close," he told her in a near whisper. "If you'd like me to finish myself off, I will if you'd rather not," he said simply hovering on the edge as he did so. Penny didn't answer him in words, she wasn't sure she could have at the moment. Her mouth was dry, words failing her, so she answered him by merely looking back down at his prick that she held in her small delicate hand, and began pumping it up and down with an anticipated fervor. "I'm going to cum," he again said softly, and then a millisecond after saying so, he did.

Penny watched, transfixed, mesmerized in a way as the first geyser of Will's spunk flew from his prick tip in a high skyrocketing arch of white almost phosphorescent streamers as the patio lights reflected off it briefly in the ever diminishing light as the sun had now almost fully set. Again and again Will's cock exploded with even more juice, which Penny found herself almost happily laughing about as she continued pumping it out of his cock, not wishing for it to cease, though of course it finally began to. Penny felt his warm moisture seeping down between her fingers, finally releasing him, lifting her hand to her face where she smelled the musky scent of his spending, then without thought or hesitation, placed the tip of her tongue upon the silky-soft residue and licked it.

"Salty," she said with a surprised tone, licking her fingers once again, then looking up into Will's eyes, once again seeing him smiling at her.

"Did you enjoy doing that?" he asked.

"Oh yes!" she grinned back at him, "it was ... fascinating!" she blurted excitedly, honestly meaning it.

"Did it arouse you?"

She thought before answering. It had, and she could feel the all too familiar moisture which had gathered between her legs. "Yes," she finally admitted, though she'd answered with a nod of her head that was barely in acknowledgment that she was.