How to get over the awkwardness?

I have never gotten past second base. And Im with a boyfriend who has had sex. We got to a point where it would’ve made sense to go to get the next step. I froze i got nervous and I cried. I just got awkward because I didnt know what I was doing and I worry that it’ll happen again . . .or he’ll get fed up and leave me. I dont want graphic directions I just want advice I guess.