As I thanked her I soon noticed she was staring at my crotch.
She walked over to me and pulled me panties down.
Karyn and I had always been friends and we'd never seen each other naked before. Normally, I would have covered myself up, but Karyn's wish for me to be passive left me lying on the bed, unable to respond.
"Wow Jon. You have um... you have... a small prick!"
She bursted out laughing. I felt so humiliated lying there, wearing panties and a bra, watching Karyn make fun of me. I was so powerless.
She ran her finger up my shaft and I quivered. She laughed again.
"Well Jon... you certainly aren't the man I thought you were. I bet you wish you were as well endowed down there as I am up here!" Karyn grabbed her breasts. "You know I can help you out down there if you want."
I shook my head back and forth. I did not want Karyn's help with this.
She laughed again. "You are such a baby! I bet your feeling awfully embarrassed about this, huh?"
The truth was, I felt rather relaxed because of her wish, but on the inside I was definitely humiliated.
"Well don't worry Jon... I'll make you feel better... but only after I make you feel worse. I wish Jon would forget that I'm here and begin to masterbate."
Suddenly I felt horny as all hell. Thoughts of gorgeous women flooded my mind. I slipped my hands into my panties and began whacking off. It felt sooooo good to be in my safe, warm bed. I felt myself building and building to orgasm when suddenly I heard a pair of hands clap.
I looked over and saw KARYN standing there laughing! I had completely forgotten that she was even in the room!
I shoved my cock back into my panties and turned beet red in the face.
"Oh, don't stop on my account!" she giggled, "I wish..."
