A massage and dilating device is provided that includes a mechanical assembly and a control and drive assembly coupled to the mechanical assembly to control operation of the device. The mechanical assembly includes a hollow, cylindrical housing having a tapered end and a guide slot extending along an outer surface thereof, an elongated drive shaft positioned inside of the housing and having threads cut into the surface thereof, an inner shuttle engaging the threads on the drive shaft via an interposing pawl and positioned inside the housing, an outer shuttle positioned outside of the housing and coupled to the inner shuttle through the guide slot. The mechanical assembly may also include a flexible outer cover. The mechanical assembly may also include intermediate movable surfaces in lieu of the outer shuttle positioned between the outer surface of the housing and flexible covering engaged by the inner shuttle but not coupled thereto. The mechanical assembly housing may also be in the form of a bent cylindrical shape including an additional rigid shaft and flexible coupling or flexible shaft positioned therein. The control and drive assembly may include an elongated flexible conduit or arm between said assembly and the mechanical assembly end.