“Want some popcorn?” I asked as I sat up from my laying position on the floor.

“No thanks,” my best friend Maranda said back... “Ok well I’m gonna go grab a soda.”

“Sounds good — grab me one too!”

When I returned to the room we once again stretched out to watch T.V ... Maranda as usual was wearing sexy tight clothes. Her outfit included a tight white tanktop, and her breasts filled the top out so nicely. Also the top stopped just above her naval, but stretched up further due to her laying down. She was so opposite my style, me in my baggy sweat shirt and jeans. I knew I could pull off these clothes if I truly wanted to. I mean hey under all the baggy clothes was a slim waist, and 36D’s. But I wasn’t Maranda, I couldn’t be outgoing like the blond beauty, and would be too shy to show off like her.

It was late night, and it was just us at my house. My parents were out of town for the weekend and it was pretty usual of her to keep me company. Pretty soon the movie we were watching was over, and as usual on late night HBO the mood swung from family to adult.

“Oh geez like anyone actually is that good in bed” Maranda informed me as we watched a man eating out some cheesy actress.

“I wouldn’t know,” I laughed, as I answered “I don’t jump on everything that moves!”

“Oh shut up,” she retorted “you know I’ve only been with Jay and Josh.”

“Yeah but still at 17 ... I dunno I haven’t even thought about anyone I would screw.”

“That’s cause you’re so damn shy. You could get anyone I bet if you tried.”

“Oh no I couldn’t,” I blushed deeply.

“Sure you could!” She hopped up, and pulled me up by my hand ... she dragged me up to my room. “Here try this on.” she pulled her top off, and stood there in her bra.

“No,” I protested.

“JUST try it on,” she persisted.

So, reluctantly, I slipped off my shirt and put hers on “nowwww...” She said digging through my clothes... “try this...” She threw a skirt that she had gotten me last birthday that I never wore ... not as though she really expected me to. I put on the clothes. She pulled the elastic out of my hair and my black main fell down.

“Now,” she said spinning me around to the door mirror. “look.” What I saw amazed me. I was attractive, standing there in tight clothes, my long legs visible, my large breasts so much more noticeable, and she was standing there in undies.

“WOW ... you clean up nice kid,” she giggled, and I blushed; that was always our way. “No seriously, I would fuck you.”

I laughed at her, I was uneasy looking like this. “If I were a man you mean?”

“No silly, but if I wasn’t your best friend, I would.”

I seriously thought she was kidding. “Oh and is something wrong with me being your friend?”

“No” she continued. “It would just be uncomfortable for you, and I don’t want you uncomfortable.”

I felt odd at that moment, would I be uncomfortable? I also felt ashamed, thinking of all the times I envied her body, and thought of what it would be like to kiss her full lips. “But...” my voice trailed.

“But what?” she asked...

“But what if I wasn’t uncomfortable?”

“But you’re so shy ... I’m sure you don’t do things like that. I know you too well.”

“Well I MIGHT not do them but I might think them.”

Her jaw dropped. “You think about me?”

“Well yeah, I mean god you’re so pretty and sexy, and I just wondered how you would look nude ... I’m sorry don’t be mad I didn’t mean it.”

I was rambling on so embarrassed and ashamed all the while my skin was bright red.