He was far enough to give Mowgli privacy but close enough to be there at the first sign of trouble. He was lying comfortably on a low branch when he heard the man-cub cry out. As soon as he was close to Mowgli, Bagheera’s nostrils flared, picking up the scent of another male. But looking around all the black found was the man-cub with a lack of clothing. Sure, out of the ordinary but he had seen Mowgli’s with his loincloth many times when he was bathing in springs. But that wasn’t what concerned him. The scent of a male was strong in the air and very close. With his hackles rising Bagheer instinctively sought out the source of the smell. His nose brought him close to the loincloth and with a deep sniff his nose was indeed filled with the smell. 

“Hey!” Mowgli yelped, snatching his loincloth closer to him, feeling another wave of embarrassment. “What are you doing, Bagheera?”

“There’s another male here. I can smell it on you…” Bagheera growled defensively, pacing back and forth. He kept his eyes peeled, now sure that someone attempted to get to Mowgli but they were scared away by his cry for help. 

“Bagheera…” Mowgli whimpered. “There’s no one else here. It.. It was me.”

The black cat’s ears perked and he titled his head in confusion. What could Mowgli be talking about? His question was quickly answered once the man-cub shoved the article of clothing forward. Bagheera shoved his face into it and paused. He slowly withdrew his face, feeling something sticky clinging to his nose. On instinct he licked the substance and blushed upon tasting the familiar flavor and texture on his  tongue. He looked from the loincloth to the blushing face of Mowgli and put it all together. 

“W-well…” Bagheera coughed, a blush spreading on his own muzzle. “I guess you are of that age…”

Another look of confusion was heavy on Mowgli’s face. “What does that mean? Bagheera do you know what’s going on? I thought this was pee but it isn't… Is it?”

“N-no. It isn’t… I suppose it’s time I tell you about the Bird and the Bees…” Bagheera sighed. He always knew a day like this would come. He was sure he would be ready for such a talk but now that it was thrust upon him the panther felt completely unprepared. “Well… Y-you see Mowgli. When a male and female love each other… or at least really like each other. They decide to get together. A-and when they get together… They do something really special- I mean they get really close!”

While Bagheera was fumbling over his words Mowgli was just trying to grasp what the panther was saying or rather what he was trying to say. But he wasn’t following any of it. But the panther didn’t seem to notice, he continued trying to explain…

“And when they got close they put their parts together… And when they put their parts together they both start to feel really good… The female is really wet and soft inside while the male gets...hard. He puts it inside and uh… Starts to move. And they do that until a really good feeling comes and a special ‘stuff’ comes out…”

At this point everything that came from Bagheera’s mouth went completely over the boy’s head. But he didn’t say anything. Instead Mowgli couldn’t help but look down and when he did his eyes widened. Even though his description was lackluster, as Bagheera explained what sex was he couldn’t help but think back to his many sexual encounters. He didn’t realize it was first but was starting to grow between his own legs. The pink tapered length slid from the sheath, pointing upwards. In an instant Mowgli dived underneath the talking panther and took hold of the twitching member. 

“This!” Mowgli cried out. “This is what happened to me!”

Bagheera grunted and stifled a moan as his length was fondled by the soft fingers. “M-Mowgli! Y-you really shouldn’t touch it. I’m trying to explain what it means.”

Mowgli let out of the pink sheath and looked at Bagheera with a face contorted in frustration. “Well, what does it mean?! I couldn’t understand anything you were talking about…”

Bagheera took the man-cub’s words into account and thought for a moment. He sighed and gave Mowgli a smile. “You’re right. I’m sorry, Mowgli. Clearly, it would be better if I showed you what it means when your penis gets hard…”

“Uh, ok…” Mowgli nodded.