The first night, her room- and bed-mate Phoebe starts her sexual 'education', next she revels in being fitted her first-ever fancy frock. Her first 'client', Mr. Crofts, is neither naive nor attractive, rather a paying old rapist who isn't satisfied. Then the party scene, where men are younger and more charming. Handsome merchant's son Charles Standing declares love at first sight and offers to take Fanny away. After a few heavenly days of young love, they intend to demands Sir's blessing for their marriage, but as the ogre actually was her unsatisfied customer, Charles is made to choose between her and his future and leaves for colonial India. Being destitute, Fanny accepts becoming the kept woman of Mr. H., an earl's wealthy brother, in a fine London home with domestic staff, but since she won't give her heart he finally bangs her maid - Fanny seduces as 'revenge' her footman William. Both are dismissed. Fanny goes to Mrs. Cole's hat-shop, only to find it's a front for an upper-class whorehouse, a place where fathers even bring their sons to shed virginity with a virgin girl, a part Fanny plays well even though it breaks young Percy's heart. When she arrogantly scorns Mr. H, he has the whorehouse closed down; Fanny barely escapes, but without a dime. Alone on the street, her single act of kindness wins her a sick old rich man's favor, graduating from guest over house maid to companion and sole heir when he dies a few months later. Just then Charles returns...