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I really didn't expect her to say yes to me, even say anything to me. I felt like I was like invisible to her or something. But after trying and trying to get my courage up for almost three years I thought it was time. Time to ask Penny out. My head swirled with ideas as the bell rang for the end of fifth period. I had been watching her the entire class period, not even paying attention to the lecture that Mr. Erickson was giving on American Indians or something.

I stuffed my backpack with my books and hiked it on my shoulder. My eyes zeroed in on her and I started walking toward the avian, her blue feathers almost calling to me. My heart thumped like a bass drum and I wanted to open my mouth to pant. I could feel my body growing hotter and hotter with each step I took. Just a few more steps! Almost there! The words echoed through my skull and my stomach began to churn giving me an uneasy feeling. Sorta like flying for the first time, but asking a girl out was a completely different beast all together.

Five more steps to go I thought. But my eyes started to betray me and I glanced at the door. The easy way out. There it was, tempting me to go. Make it easy on myself and worry about something else for a change. Like that math test next period. My eyes suddenly widened, I had totally forgot about the math test! I didn't study at all. I felt royally screwed. Might as well go and study in the class for those precious minutes before the bell rings. I seagwayed to the door, completely passing her like I was always heading there.

My heart sunk, I chickened out again. It was the perfect opportunity and I blew it. From behind me I heard her voice.

"Hey Danny."

What! That's my name! Why would she be talking to me, she has never done so before. I froze in my tracts and didn't turn. I stood there with what felt like a steel rod down my spine.

"I...um..well had a question."

I had to turn now. Slowly I inched around to find her staring at me. I smiled a little. "Y...yes?" Was all I could muster.

She fiddled her left foot and giggled a little bit. "This is a little silly."

I shook my head. "Oh no no no no, not at all!" I was personally a little surprised on how well I was actually handling the entire situation, actually being able to speak.

"Well...um...I was just wondering." My head nodded. I couldn't believe it was actually going to happen! Why else would she be talking to me? "Go on."

"Well, I was wondering. Did you study for the math test next period? I didn't and was hoping you could tell me what it was over."

I closed my eyes and nodded. "I would be delighted to Penny!" But they suddenly opened when what she actually said reached my brain. "Errr. I mean, no. I'm sorry. I didn't."

"Oh. Thanks anyway Danny." My eyes watched her grab her bag and move into the hall. I felt like royal idiot but I still had a chance! My breathing grew heavy and my paws twitched a little. Under my, my legs moved without direction from my brain, but from my heart. My ears heard my voice call out but again, my brain had no idea I was doing it.

"Penny!"

The blue jay turned back to look at me. "Danny?"

I came up to her. "I have something I want to ask you." She gave an inquisitive look on her face and cocked her head to the side and then back. "yes?"

"Um..heh..well...I..." My brain couldn't put the words together. It was still back in the classroom looking through the door. I let my heart do the talking.

"Do you want to go see a movie or something tonight?"

The second I blurted it out my eyes squeezed shut and I winced as if the rejection had already come.

"Sure!"

My eyes darted around under my eyelids. Did she really just say what I think she said? I opened them and blinked a couple times.

"W...what?"

She brought up her paw and knocked on my head between my stubby little ears. "I said sure silly!"

"Uhhhhhhhh." I couldn't help but let a little dribble fall out of my short muzzle, but a shock through my system woke me up. "Oh, ok then! I um I guess I need your number."

Penny giggled again as I took out my phone to type in the number. I gave her a little nod showing that I was ready.

"Ok its, three three four, six two eight, one eight nine eight."

My paws were shaking so badly that I had trouble saving it under her name, but I finally got it after three tries.

"Call me after school Danny! We'll figure something out." I gave her the quickest nod ever and replied with an enthusiastic "mmmmhmmm!" My own brain still didn't register what happened and it took a good thirty seconds looking at the number in my contacts to realize what just happened.

I have a date with Penny.

I couldn't believe that next to me sat Penny. In my very own car! She was wearing a small skirt and a black blouse that complemented her blue feathers. My own attire must have been underwhelming to her. Nothing but a fancy shirt, one that someone might wear to church on Sunday, and some nice jeans. Every time we reached a red light I had to look over and reassure myself that this was actually happening and then bite my tongue to make sure this wasn't a dream and also stop myself from gawking at her. I needed to keep my eyes on the road. A shame.

"It's very nice." She said.

I twitched at her a couple times. "What is?"

"Your car." She looked all around and played with some of the buttons on the little console. "What is it?"

I could tell that she was nervous too and this was her way of trying to diffuse the tension. "Oh! It's um a Dodge Intrepid, 96. Got it for a steal after my other car broke."

I turned down the radio a little bit as we got closer to the theater, I hadn't decided on a movie. In fact there wasn't any out that I particularly wanted to see. Of course I would see Twilight if it meant I got to spend time with Penny and sit next to her.

I drove the car up and down the lanes and finally found the closest spot I could, which still wasn't terribly close. After all the movies on a Friday night are usually packed. Once we were parked I quickly rushed out and opened the passenger side door for my date.

"Here you are!" I said proudly but I froze in midsentence when I felt my car door impact with the car that was next to me.

Penny laughed. "Your eyes are as large as dinner plates." My eyes stole a glance behind me to find a large SUV, part of my paint had rubbed off and there was a small dent. Penny got out and I shut the door moving to the SUV to try and quickly buff out the scratch with my paw.

"Come on Danny." She said again pulling my arm in the direction of the theater. "It's alright, they won't notice." She paused and lifted her wing over her beak for a little chuckle. "You know, you're cute when you're worried."

I stopped everything I was doing, including breathing. Did she really just say that? With a giggle?

"And when you're blushing."

I felt as though I was going to fall straight on to the pavement, but Penny caught me. "Come on; let's get to the box office."

By the time I got enough feeling back in my legs we were standing in front of the box office looking through the movies. Each one flashed and then showed the time.

I let them scroll through once before actually thinking about one. "What do you want to see Penny?"

I looked over, she had brought her wing up to her beak and was thinking about which one to see.

"I don't know." She replied. "Have you seen Aspire? The one about that, what is it, the runner?"

I shrugged my shoulders. It was one of those average, run of the mill, 'based on and incredible true story' movies. Not exactly the movie I thought of on a date.

"No, but I'm not one for sports really. Hmmm"

"Oh! I know! How about 'From the Other Side?'" Her face lit up and her feathers ruffled a little.

"What's it about." I asked in my ignorance.

"It's about a movie actor who tries acting in a play and fails at it because he's used to multiple takes. It's his journey to redeem himself." Her voice sounded really excited, she really wanted to see it and what type of date would I be if I said no. Even though it didn't really sound like the type of movie I would be interested in I nodded. "Sure, that sounds good."

I approached the nearest teller, taking my wallet out of my pocket. Through the muffled speaker that they had to speak through I heard the words. "Hello. What can I do for you?" Behind the glass was a slim fox in his early twenties. The red hat really complemented his fur.

"Um yeah. Two for 'From the Other Side' at 7:15 please."

He hit some buttons on his computer screen. "This movie is R for Restricted. No one under 17 is allowed. Can I see your ID please?"

Penny dug through her purse and I took out my driver's license and gave it to the fox. He checked the dates, took my money and gave us the tickets and our ID. "Enjoy the Show."

I pulled ahead of Penny and opened the door for her. The second I followed in after her the smell of the popcorn hit me like a brick. Its buttery goodness made my mouth water and immediately I started to gravitate to the booth. My sense of smell was in control now and I found myself in line staring at the prices, which were sky high.

"You want to get some popcorn?"

I wanted to look at her like 'no duh' but I restrained myself and nodded slightly.

"Ok, that's fine. I'll go get us seats then. Oh, can you get it without butter please and please get some napkins?" She looked down at herself and looked at her sides. "I'm trying to watch my weight. Have to keep my light appearance."

I nodded once again before my brain had a chance to register what she said. Penny turned and went to give the man her ticket.

"Wait did you just say no butter?" My body turned as if it was talking to someone but no one was there. My head fell back and I sighed as the person at the counter became free.

"What'll it be?"

"Just a medium popcorn, hold the butter."

The badger nodded slightly and scurried around to the popper, he filled it up and brought it back.

"Here you are. Five seventy five please."

My paw gave him the money and I left for the theater thinking that I forgot something, but nothing came to mind.

Once inside I surveyed for Penny. She had found a seat at the very back, where no one sits. I could see her wing waving to me. A wave of wonder hit me suddenly. I had only talked to her this morning and now we're going to see a movie, as dates. I gave a huge smile and moved up the stairs to her, scooting between the chairs. I threaded my otter tail through the little hole in the back for tails and sat down, giving her the popcorn.

"No butter like you asked."

She gave a smile, the best way someone with a beak could, and started munching on it. I reached in and grabbed small pawfulls, stuffing them into my small muzzle. Penny on the other hand was eating piece by piece, I felt like a pig next to her. Not exactly the best feeling around a cute girl.

By the time the movie started our popcorn had somehow dwindled to three-quarters of the way gone. She crumpled it up and put it on the ground and leaned in to me, whispering in my little ears.

"I'm a little thirsty."

I nodded and quickly hurried out of the theater and back with a water glass. I ducked low and climbed up the stairs back to Penny, still nobody had chosen to sit in the back row. I smiled and gave the water to her. She took a small sip and put it in the cup holder. I sat back down and started to watch the movie. The starting credits were rolling along with a sweet tune. I saw her take another sip of the water.

Surprisingly I found myself enjoying the movie. The R rating I began to think was a mistake; there wasn't anything really bad about the film. A couple of bad words here and heavy drama yes, but nothing to ride home about. That is until it started the sensual scene. I felt myself blush slightly as the main character started to undress before his girlfriend.

"I...I think I know where this R rating comes from." I whispered to Penny. When I looked I found her staring at me with a seductive look. I blushed again and felt a tingle down my back. To hide it I turned my head back to the screen where the girlfriend was now undressing before the main character. It didn't take any restraint to show the females breasts and their kissing. It even went so far as to show a little action and it didn't have any sign that it was going to stop.

I felt a little tightness in my pants; I squeezed my legs and bit my lower lip. I didn't want to show Penny that I was getting aroused by this, it would be embarrassing. I kept watching and suddenly I felt a weight on my crotch. I looked down and found a blue wing, my head turned to see Penny still staring straight at me. I let out a small moan as she caressed me.

"I told you I was thirsty." She said into my ear. "And I still am."

"I...ahh...got you some water though."

Her beak moved close to my ear. "That's not what I was after."

Her wing squeezed me and I tried to keep my moans quiet, only with moderate success. Fortunately they blended in with the theater noise.

Penny slipped out of her seat and got onto the ground. She spread my legs and positioned herself between them.

"Now then, let's see what we've got here."

Her wings rubbed my jeans a bit more, drawing more tightness from my crotch. I was hard and I knew it.

She paid no attention to my noises or the movie noises, which now was showing probably a bit more than it should. All of her focus was on my button and the zipper, which she made short work of.

I closed my eyes and gripped the arm rests. 'I can't believe this is happening' is an understatement. I was in utter disbelief, I never knew Penny was the type but who am I to stop it. It's what she wants, and all the advice I've ever heard from people with successful relationships said, let her have what she wants.

She used both of her wings and grabbed the elastic of my underwear and slowly slid down the front of them letting my cock pop up out of its cage. I blushed immediately but she got closer.

"Oh you're larger than I thought, a good size for an otter." Her whispers just made me even hornier. I could feel her soft breath against the sensitive skin, it made me shutter.

I took a paw and gently placed it on her shoulder.

"You want it really bad now?" She said and I gave a nod.

This time she got really close and she drew a single lick from the bass to the tip sending ripples up and down my spine. I even twitched my neck. Her tongue went back for another, longer lick but then she pulled back and wrapped her wing around me. Her feathers against my own member were a different sensation entirely. Of the times I did paw I only felt the feeling fur and pads against my cock, and not the soft touch of light feathers.

She began to move her wing up and down very slowly. It almost made me want to force her to go faster but I just dug into the arm rest instead.

"Ohhh. Penny, I never thought you would....mmpph...do anything like this." I whispered.

"You're actually the first one." She admitted. "Though I have lots of practice with my dildos back home."

I really didn't know what to think, and there was no stopping it at all now. Why would I even want to stop it! I let her stroke me as much as she wanted, all I did was close my eyes and focus on the waves of pleasure she was sending through me and trying to act like I was asleep for anyone who cared to look to the back.

Once she stopped I opened one eye and found her moving closer with her beak.

"And now for the main event." I could hear her say to herself.

"H...how are you going to do that with a beak?" I questioned, she didn't answer. All she did was give me another lick.

One of her wings, I saw, had gone down and was now rubbing herself, drawing a smell that made my hips involuntarily move forward.

"Whoah, slow down there buckaroo, wait for me."

With those words she slipped my cock into her beak drawing her soft tongue around it and making me melt into my seat. I knew that I wouldn't last too long and that she would be getting her drink soon, but I wanted to keep this going for as long as I could.

I used my teeth to bite down on my tongue trying to stop my loud moaning from escaping my mouth. The sex scene on the screen was over so I couldn't use that for cover anymore. I moved my paw from her shoulder to the back of the little blue jays head where I now had control of how deep she was. My paw slowly pushed her deeper, but she didn't mind at all and she kept sucking and licking my red treat as if she had done it a thousand times before.

To be honest her beak actually made it feel better. I couldn't imagine how, but the thought of it made me even harder for her. Her eyes were closed and it was like she was in a deep trance, loving the feeling of my cock in her beak.

Suddenly, I felt what was like an explosion waiting to happen. From deep within my core all the way down to my toes and back up. I felt every movement she made with the utmost of sensitivity; and the feeling was growing. I leaned in, as I thought it would be fair to give her a fair warning.

"Penny. I...i...I'm getting really close. It could be any moment."

Her beak pulled out.

"Cum for me big boy."

She opened her beak wide and once again wrapped her wing around me stroking it ten times faster this time. I bit down and squeezed my eyes shut.

I let go all of the barriers I put up to extend the experience and let myself into ecstasy. Long strands of cum shot from my cock and landed in and around Penny's beak. Each time a new strand sent a throbbing feeling that forced my whole body to shake. I could still feel her wing around my cock pushing all of the cum she could out and slurping it up with her tongue. Each time she touched my cock again it trembled, wanting sloppy seconds. But all she did was wrap her beak around me to clean me up and pull back.

"You can open your eyes now." She whispered.

I opened my eyes to the dark theater again and found her still sitting between my legs but strands of cum covered her soft blue and black feathers. It was easy to tell where each one had landed as they dripped down her.

"You certainly had a lot pent up in there didn't you?"

I nodded, still breathing heavily and taking in her in the afterglow.

Penny put my underwear back and zipped up my pants again, and then she sat back in her seat.

"Did you get the napkins like I asked?" She whispered in my ear.

My eyes went wide and I sunk lower in the seat. "No I didn't."

She gave me a small, literal peck, on the cheek "I might need those."

I blushed and got up. I wobbled down the stairs and out to the concession stand. I grabbed some napkins and brought them back to her.

She took them and started to clean her face. "What I miss?" I asked out of habit.

"Oh nothing really." She said. "Nothing really at all."