He tries to make a joke

"W-well I mean, it's not like you're hiding it very well! It's practically ripping through your dress" He said with an awkward laugh, glancing away from the obvious bulge in her dress. He'd seen it when she came in earlier but hadn't really registered it properly.

"Ha! That's true, she's hard to hide" She said, running a finger over her bulge teasingly "Luckily you don't have that problem! What with how cute and small your dick is" She said with a wink, making him whine in distress.

"S-sakura-Chan! That's not true!" He protested even as he felt his dick twitch in the new cage "My dicks not small!" He whined out in his new, femine voice.

"Oh? You sure about that? From what I saw earlier it was pretty shrimpy" She teased, sticking her tongue out at him as he pouted and whined.