Katy and the Mentor !

Katy wasn't a bad student, she just had problems staying focused and applying herself to the task at hand. Nor was she the typical “dumb blonde” that so many people write jokes about; although she could certainly pass for one. She'd bloomed since she left high school and now the nearly 6 foot tall girl was a smashing stunner who turned heads wherever she went. She did have an attitude though, and this only complicated things for her.

Her college years started off badly as she had trouble adjusting to the changing schedules and rigorous demands of higher education. She'd entered on a scholarship and that too was a problem for if she didn't maintain a 3.0 GPA she'd be tossed out on her very shapely behind ! The college kept a close eye on such students, because if they let them slip through their fingers, they'd lose the enormous dollars pouring in from the state lottery. They probably didn't care if they learned anything; just keep that GPA up enough to keep the cash flowing !

The solution they arrived at was a mentoring program. Those students that were at risk, and lived in the dorm, were assigned to live and study with a mentor. Members of the faculty who lived alone in campus provided homes were given a stipend for mentoring a live in student and most grabbed at the chance !

One who didn't necessarily grab at the chance, but had to anyway because of her low salary, was Jennifer Brooks. Jenny was an assistant librarian and didn't make nearly as much as the highly paid professors. As it was, she could barely make ends meet. For Jenny, the mentoring program was an unavoidable necessity – she needed the money and was willing to share her two bedroom house with a student who needed help.

Jenny was a shy, quiet sort of woman who, at 35, didn't really expect to advance much higher at the university. She appeared to be a mousy looking sort who filled the stereotypical role of a nerdy librarian to the full. Which was rather a shame as her appearance belied the truly sensuous female that lay beneath that thin veneer. Her long, dark brown hair was normally pulled back in a severe bun, she never wore makeup, and her tiny glasses that perched on her nose completed the picture of a staid, studious, librarian. Her shyness and appearance no doubt contributed to the fact that she rarely dated, nor had any men calling for her attention.

Yet beneath that exterior shell, and hidden from her own mental picture of herself, lay a voluptuous young woman who yearned to be set free. A trim, flat tummy bisected her wide hips and buxom bosom and this hourglass figure sat atop a pair of very shapely legs. Alas, hidden beneath her frowsy full dresses and blinded by her own shyness, it was unlikely that this gorgeous beauty would be set free – that is until Katy came to stay !

When Jenny met Katy, she had the impression of a quiet, respectful student who was really in need of someone to help her with her studies. She was conservatively dressed in white blouse, knee length skirt and flats; much like Jenny with her long billowy dress and sensible shoes. Elated that here appeared to be someone very much like her, Jenny welcomed Katy into her home. When she shook her hand in greeting, Jenny was momentarily amazed at how much taller the young blonde was; forcing her to look up at her.

“Let me help you with your things, and I'll show you to your room !” Jenny gushed. “Then, once you're settled, we can start right in !”

Jenny didn't see the wicked smirk on Katy's face as they worked their way up the stairs. Katy had no intention of turning into a bookish nerd and abandoning her nighttime partying. “If ya can't join 'em, lick 'em” she thought with fiendish delight.

Once she had Katy settled in, Jenny joyously set about preparations for tutoring the sweet young woman. Being Friday night, they'd have all weekend to get her caught up with her studies. Nervously, she sat on the full, over-stuffed couch, wondering fretfully if she could really make a difference with Katy.

She heard Katy coming down the stairs and Jenny's nervousness immediately evaporated, to be replaced with shock when Katy entered the living room. The tall blonde was nearly nude, wearing only a skimpy thong and what once was a t-shirt ! It was strewn with holes and the bottom half was ripped away – revealing the bottom half of her firm, full breasts ! Jenny was speechless ! As Katy undulated towards her, bare high arched feet seeming to float over the carpet, her breasts jiggled seductively and her all too visible nipples stood out proudly against the thin fabric of the t-shirt !

"Wha.... wha....." was all Jenny could force from her throat as Katy curled up next to her on the couch like a sensuous cat, and snuggled close to the flustered librarian.

Jenny had never been this close to such a gorgeous woman before and she was completely flustered and stunned. Nervous perspiration adorned her upper lip as Katy slipped an arm around her shoulder and purred into her ear.

"Now, where are we going partying tonight, Jenny ?" she asked with a sexy, throaty growl.

"Pa...puh-pa...." Jenny stammered again. Strange emotions were crashing through her brain, making butterflies dance around her tummy as she smelled the musky sweetness of Katy's perfume.

"Of course !" she cooed, "...you certainly don't expect us to stay cooped up here all weekend now do you ?"

Jenny started to nod her head yes, but never got the chance to finish.

"You need to lighten up a bit, dear – have a little fun in life !" Katy teased as she danced the nails of her left hand firmly but quickly up and down Jenny's side !

"NEEEEEEEEEHEHEHEHEHAHHAHAAAAAAAAAAAA !!!" Jenny squealed with immediate high pitched laughter !

"Oooooooo !!! Someone's a little ticklish, aren't they ?" Katy teased. "Koootchy, kootchy, kooooooo !!!!" she teased as she started tickling Jenny's sides and tummy with wicked intent !

The diminutive brunette exploded with helpless laughter, trying to wriggle away from her blonde attacker and bat away her tickling hand at the same time. Unfortunately, all she managed to do was snag her fingers in Katy's t-shirt and roll back on the couch at the same time. With a gentle RIPPPPP ! She stripped Katy's t-shirt off, exposing the blonde's gorgeous full breasts and shamefully rigid nipples !

"OH ! You like to rip off clothes do you ?" Katy asked with an evil leer. "Two can play that game Miss Ticklish ! Kitchy kitchy kitchy !!!!!!" she giggled as she used both hands to play Jenny's ribcage like a piano !

Jenny was cackling hysterically now and felt her strength and resolve drain out of her like water from a sieve ! She had to get away before her body responded in its own perverse way to the severe tickling she was receiving at her young student's hands !

Having always been insanely ticklish, Jenny fell apart like a house of cards the moment the laughter started to bubble across her full lips ! But after a few minutes of prolonged tickling, her body started to respond in a most shameless manner ! This was one of the reasons why she avoided dating ! If anyone were to find out what being tickled did to her, well, suffice to say she didn't want to be known as a strumpet or trollop !

But Katy's tickle torture continued, and the squealing brunette could even now feel her nipples hardening in response; her body betraying her once again ! Her last sentient thought was that she HAD to escape Katy's tickling fingernails ! With her last ounce of strength, Jenny wriggled to the front of the couch and tried to slide to the floor !

Guessing she would try this form of escape, Katy used her left hand to snare the hem of the brunette's frowsy dress and her right to tickle the wriggling librarian right off the edge of the couch !

Jenny plunked to the carpet on her butt, but something was wrong ! Her dress was hiked up around her full breasts and she sat on the carpet on her pantied-panty-hosed derriere ! Her squealing laughter was soon muffled as Katy swiftly peeled her dress up, leaving her arms trapped above her head which was still buried in the fabric of her dress ! The sudden realization that she was exposed in her underthings from the armpits down sent a shudder of humiliating joy through the older woman !

Wrapping her right arm around Jenny's feebly flailing arms, Katy set her long fingernails to work on the brunette's very soft, and very ticklish underarms !

"Ohhhhhh ! I bet we're ticklish here aren't we ?" she teased as she swirled deeply within those super-sensitive hollows !

Jenny's laughter went up the scale another notch to a throat rasping squeak as she wriggled, totally helpless now, under Katy's tickling torment !

Katy licked her lips sensuously as she watched the older woman's full breasts jiggle from side to side in the confines of her thin bra ! It was barely able to contain them, nor hide the fact that her nipples were threatening to pop through the silky garment ! Katy's own nipples grew harder, realizing that her tickle torture was arousing the mousy librarian quite effectively !

The fiendish blonde tickled her captive brunette's underarms until she worked her into silent laughter; knowing full well the older woman was now completely helpless and unable to stop her from anything she wanted to do ! Nimble fingers unsnapped Jenny's bra which popped forward from the strain of containing her full, wobbling breasts ! Snaking it upward, she used the stretchy garment like a rope and wound it again and again around Jenny's dress-trapped wrists !

Jenny slid like a cute bowl of jello to the carpet on her large breasts as Katy used the last lengths of her bra to firmly bind her wrists to one of the sofa's legs. Any strength that would have let her kick her panty-hosed legs had long ago left the wheezing librarian as she struggled to drag much needed air into her lungs !

Laying across the quivering brunette, Katy leaned to whisper in her ear, teasing her even further with her seductive tickle-talk. "I'll bet you're even ticklish on your back, aren't you?" she said as she SLOWLY dragged a single nail down Jenny's spine !

No sound would come from the brunette's throat but her violently quaking body and quivering buns told Katy the entire story !

"And what about these gorgeous boobs ?" she giggled as her other hand danced long nails across the sides of Jenny's boobs that ballooned out from either side !

Jenny's heart was pounding in her chest, forcing a veritable flood to fill her nipples till they were achingly hard and swell her already moist lips until they pulsed with every beat of heart.

Knowing she had to give her new little toy a chance to breathe, Katy slithered down her legs until she could turn her attention to the brunette's shapely buns. While Jennifer wheezed beneath her, she started to roll down Jenny's panty-hose and panties until they were tight around her thighs, leaving her tender bare buns laying completely naked before her! Wickedly, she started tracing little circles around and around the brunette's buns, making her squeal and giggle as she tried to writhe her butt away from the blonde's sensuous tickling ! Jennifer knew that if Katy tickled much closer to the backs of her thighs that she would explode in a shamelessly humiliating orgasm !

Simmering with lust herself, Katy spun around and laid across Jenny's thighs – contemplating then, the penny loafers that lay trapped before her ! With a flick of a finger, the blonde plucked off Jenny's left shoe and beheld with lust the small, hose covered sole that she had revealed.

In a subconscious reaction, Jenny tried to keep her other shoe by curling her tiny, size 5 foot within it, but it was a futile battle as the blonde easily stripped it off, and now had two wrinkly soles begging for her wicked attention !

Wanting to tease her new toy even further by stocking foot tickling, but unable to avoid her own relish for cute bare feet, Katy decided on the best of both worlds ! Long nails easily ripped and peeled away the stocking from Jenny's right foot, while Katy kept the left one encased in all of its nylon glory. She marveled at how tiny and soft the brunette's feet were; playfully nibbling on her fingernail before deciding which one to tickle first!

Deciding on nylons first, Katy playfully danced her nails up and down Jenny's wrinkled left sole ! The brunette squealed out an hysterical scream that threatened to break glass as ticklish electricity shocked through her small body ! Her feet were absolutely the most ticklish part of her body and she was experiencing heaven and hell simultaneously ! Violently, she slammed her hips against the floor and buried her nipples into the carpet in an attempt to break loose the logjam of her lust that was burning inside !

The blonde student was feeling her own building rapture as her mentor slapped her firm buns again and again against her own svelte behind. She knew both of their times were near and wanted soooo much to keep tickling Jenny's violently wriggling nylon sole. But the sight of that soft, pink bare foot – writhing invitingly before her – was too much for the now very excited student !

With loving care, she grabbed Jenny's right ankle with both hands and started to voraciously nibble and lick her way up the brunette's very tender bare foot !

The feeling of those soft lips and that hellishly flicking tongue was all that it took to send Jenny over the brink ! Hoarse, gut-wrenching moans were torn from her throat as a mind-searing orgasm took control and threatened to wrench every muscle in her body ! She'd never felt anything like this before in her life, and like a druggie, was now completely addicted to the feeling ! Sweat and tears pouring from her violently shaking body, Jenny screamed with delight as her love juices were forcefully pumped from her by a wicked six foot blonde !

Katy's own shudderings began the second she started to make love to Jenny's incredibly sexy little bare foot ! She kissed, nibbled, and licked the brunette's unbelievably soft bare sole; reveling in the sweet perfume of leather and nylon. But she was beyond control when Jenny started to shamelessly and violently cum beneath her ! In seconds, her skimpy thong was drenched with her desire and she dragged her aching, hard nipples across the back of Jenny's trim calves.

Neither was certain how long this tickle-fest lasted. But both were pleased with the result. Katy snuggled up to a still passed out Jenny, and lovingly fondling her breasts, whispered into her ear. "If you're going out partying with me tonight, we have to get you ready ! " She kissed a widely grinning Jenny who still chuckled and shivered in her unconsciousness, and rose on quivering legs to prepare her mentor for a night on the town!Katy beheld the still shuddering brunette with her dress and bra around her wrists, her panties and panty hose rolled down to her thighs, and one foot covered in nylon while the other pink sole was bare ! A shudder of lustful joy rippled through the tall blonde's body as she bent and snared the brunette's panties and panty hose and peeled them from her unconscious body; leaving her completely nude ! Then she rolled Jenny over onto her back, leaving her wrists still bound to the sofa leg with her very own bra !

Katy gasped and shivered again when she saw how firm and full the buxom brunette's breasts were ! Her still hard nipples were pointing right at her; looking for all the world like two, thick, dark red pencil erasers ! Discarding her now soaked thong, Katy lay down on the carpet next to Jenny and snuggled up to her as she waited for her to come back awake.

After another 10 minutes, Jenny's hazel eyes fluttered open as she giggled softly and cooed out a soft, sensuous moan.

"Hi Sleeping Beauty !" Katy breathed into her ear with that oh so sexy throaty voice of hers. "If we're going partying tonight, we've got to get you ready !"

Jenny's mind was in such a turmoil of emotions that she didn't know how to respond. Instead, she weakly shook her head back and forth, side to side.

"Oooooooo ! Still being stubborn I see!" Katy giggled. She leaned close to the trussed up brunette and blew across her turgid right nipple !

Jenny giggled and a flush of erotic joy traveled down her spine and nestled in the all too warm wetness of her love mound ! After that first orgasm, she was so hypersensitive that even blowing across her hard nipples tickled her !

"Sure ya don't want to reconsider ?" Katy giggled as she slowly started to swirl her long nails in Jenny's exposed underarms.

"NYAAAAAHAHAHAHAAAAAAAA!!!!" Jenny squealed again as she tried to roll away from the blonde's tickling fingers. Her large breasts bobbled back and forth as her body once again shook with helpless, hysterical laughter ! The thermostat of her libido started cranking up her furnace, slowly building into what would be another earthquake of an orgasm !

"If you don't say yes, I am soooooo gonna tickle you !" Katy huskily whispered into her ear. "And we both know what will happen then you little tickle-baby !" she threatened as she danced her fingernails over Jenny's helplessly bouncing boobs !

Jenny's laughter ratcheted up another notch and in the deep recesses of her mind, something snapped ! She knew she was totally helpless to resist anything Katy would want her to do. If she protested, the sexy blonde amazon would just tickle her until she exploded again and again until she finally relented !

"C'mon ticklish little party-girl ! It's time to get ready !" she sang, dancing her fingers lower until Jenny's belly button and lower tummy turned a rosy shade of pink !

Insane, uncontrollable laughter erupted from Jenny's throat as she lewdly began to writhe and grind her hips ! She no longer hated being tickled – now she craved it! She WANTED this wicked blonde to turn her into a completely helpless cackling lump of jiggling goo ! Wantonly, she spread her legs wide – inviting Katy's fingers to tickle her throbbing, sopping wet womanhood !

"Are you ready to party gorgeous ?" Katy asked as she easily slid two fingers inside Jenny's curly brown fur.

Jenny's eyes shot wide open, as large as saucers, and her full lips formed an "O" of rapturous joy ! Her back arched painfully upward and every muscle in her body spasmed as she screamed out "OOOOOOOOOHHHHH!!!!! GAWWWWWD!!!!!!!!!"

"YESSSSSSSSSSSSHAHAHAHAAAAAAAA YESSSSSSSSSSSS!"

Katy was stunned by the force of Jenny's massive explosion and instantly fell in love with the sexy, older brunette ! Here was her soul-mate and tickle-slave all wrapped up in one beautiful sexy package ! In the back of her mind, she toyed with the idea of even studying with this very horny and very ticklish little librarian !

Driven by the force of her new-found love, Katy began to seriously tickle her lover – wanting to give her as many delicious explosions as the violently quaking brunette could handle !

Jenny didn't let her down ! Each successive journey into bliss was more exhilirating and more raucous than the one before ! Her entire being was centered on her unchained lust ! She existed only to experience the absolute joy that her fiendish blonde student was tickling right out of her !

With her heart thudding painfully against her chest and her throat to raw to produce any kind of sound, the sweaty little brunette once again passed out with a sinful smile of delight pasted across her face !

While Jenny recovered, Katy untied her wrists and collected her discarded clothing; taking them to the laundry basket. When she returned, Jenny was just starting to blink her eyes open and was gasping in lewd delight ! The blonde wrapped her strong arms around the nude brunette and brought her up into a sitting position, then managed to haul her to her feet. It was a good thing Katy was so strong as Jenny's legs quivered violently as she was literally carried upstairs to Katy's room.

There, Katy laid Jenny face down on her bed and went to retrieve a bag of her “specialty items”.

Cooing sensuously into her ear, Katy said “I know those muscles have to be tired after THAT workout, love ! I'll just massage the stiffness out and you'll feel good as new !”

Jenny could only “Mmmmm hmmmmm” softly. She no longer was embarassed that she was laying totally nude before her student. All she cared and hoped for was that Katy would send her once again to new heights of unimaginable pleasure !

The blonde grabbed a large 1 gallon tub of cream from her large bag, popped it open, and began to liberally slather the thick cream on Jenny's upturned bare soles ! Jenny giggled delighfully as even THIS started to tickle her !

“Mmmmm heheheheeeeee !!!! What's that ?” she asked.

“A very special cream that will soothe and soften these pretty little feet of yours !”

The brunette wriggled delightedly at the complement. She had never thought that ANYTHING on her was pretty and here was this drop-dead-gorgeous blonde telling her that of all things, her feet were pretty !

“Now don't move your feet,” Katy admonished, “...I want to let that cream soak in a bit” she said as she finished layering on a good inch of the heavy cream which she didn't rub in.

Next she pulled out a bottle of baby oil and straddled her new love across the lower back. With firm and experienced hands, she began to knead Jenny's shoulders, arms, and sides; sometimes eliciting an inadvertant laugh as Katy massaged a particularly ticklish spot.

“Mmmmheheheeeeeee !!!!! What IS that stuff ?” Jenny giggle-whispered, “...my feet are tingling like crazy !”

Katy giggled herself. “Well, I grew up on a dairy farm, and if you've never noticed, a dairy farmer's hands are quite soft for someone who does such hard work ! Reason being, they use Udder Cream on the cow's teats so they don't get sore from milking ! After I'm done with you, your cute little feet will be as soft as they day you were born !”

Jenny shivered and gasped as she could imagine what would happen if Katy tickled her feet now !

“Oooooooo !!!!” Katy said with pleasure as she deliberately wriggled her bald mound against Jenny's firm buns, “....you're afraid I'm gonna REALLY tickle those hypersensitive feet now, aren't you ?” Katy bent over the prone brunette, making sure to rub her steaming mound lewdly against Jenny's firm buns, drag her rock-hard nipples across her back, and whispered huskily into her ear “not right now you sexy little tickle-girl ! Roll over and I'll massage your front ! But do it carefully – don't scrape off any of my special Sexy-Brunette-Foot-Cream !”

Jenny did as commanded. A small part of the back of her mind screamed that this was wrong; she was the teacher and shouldn't be in a situation like this with a student ! But that errant thought was soon discarded. She had never felt so loved and so unbelievably sexy ! Katy's comments only served to ratchet up her lust and heartily build up an ego that for so many years had been beaten down. Surrendering totally, Jenny let go a series of earthy, sensuous moans as Katy massaged her full breasts; rolling and tweaking her painfull/deliciously hard nipples ! Every muscle in her body had turned to jelly and she had never felt more relaxed or more satisfied in her entire life !

“I've drawn a hot tub for you sexy-party-girl !” Katy giggled. “Let's get you ready for a night on the town !” She slipped a pair of fuzzy slippers over Jenny's cream covered feet and guided her towards the bathtub – not sure if her wobbly legs would still carry her !

Katy hummed and sang as she lowered Jenny gently into the soapy water and began to bathe her. She washed and wrinsed her long, brown hair and to both of their delight, took a long time soaping and squeezing Jenny's large breasts ! But Jenny almost jumped out of the tub when the fiendish young blonde took a small fluffy scrub brush to her bare, super-sensitive feet ! She had NEVER felt anything tickle that much ! She squealed and splashed for a good ten minutes before Katy was satisfied that they were clean enough !

Towards the end, Katy inadvertantly “dropped” the soap into the water and had to go “fishing” for it ! Her long fingernails tickled Jenny's inner thighs and with a giggling moan of submission, the buxom brunette turned her head towards Katy and greedily accepted a hungry french kiss ! Eagerly her thrusting hips sought the blonde's fingers as they found their mark and and worked Jenny into a delirious fit of submissive ecstasy !

Katy dragged the still shuddering Jenny from the tub and dried her off with a huge fluffy terry-cloth towel – which only served to plunge the now sex-crazed brunette into another bout of squealing laughter !

The blonde was not immune to her feelings, though. She was falling sooo totally in love with this cute little brunette ! She was JUST the sexiest little tickle-toy she had ever met and when they kissed her head spun and her heart thumped loudly within her ample chest!

With shivering delight, Katy began to get Jenny ready for a night out ! She laid her back out on the bed and started to work on her nails. Jenny just sighed and cooed deliriously – not caring that she was laying there completely naked with her throbbing nipples pointing straight up in the air ! The pedicure was another matter altogether ! Jenny squealed and writhed each time Katy touched her super-sensitive size 5's and it took quite a while before the blonde could get the polish on her toe nails without ruining the job !

“One last thing before we dry your hair !” Katy announced. She spread Jenny's legs WIDE and said “Stay just like that ! I'll be right back !”

At this point she could have ordered the helpless brunette to eat glass ! Jenny felt as if she absolutely oozed sex !

Katy returned and snuggled up between the diminutive brunette's thighs. Jenny looked up just in time to see the blonde squirt a healthy amount of shaving cream on her brown curly fur and start to slowly rub it in !

“OOOOOUMMMMMMM!!!!” she crooned. Before she knew what was happening, Jenny was getting her pussy shaved completely bald by her VERY sexy student ! In just a few minutes, her once furry mound was quite naked – except for a small patch of curly hairs at the very top; deftly shaped into a cute little heart ! Jenny started to grind her hips lewdly once again as Katy cleaned up the last of the shaving cream, but Katy scolded her with a long fingernail! “UN, Uhhh Sexy Girl ! We've got to get you ready ! We'll play later tickle-doll.... TRUST ME !” she finished with a wicked threat !

For the next 30 minutes, Katy did a complete makeover on the shy brunette. She pulled her long hair back and tied it into a sexy little pony tail that sat at the very top of her head; like a brunette Barbie Doll. Then she set to work on her makeup; thickening her lashes and adding just the right amount of lipstick and rouge.

Jenny was begging to look in the mirror but Katy wouldn't let her. “Not until I'm done, hon ! Here, put these on !” she ordered.

Katy looked at a pair of strappy sandles that were more sandle than straps and had stilleto heels that were easily three inches high ! Doing as she was told, she slithered her now gorgeous bare feet into them and wondered if she'd even be able to stand up in them!

“Ooooo I almost forgot !” Katy giggled. From one of her bags she retrieved something that glittered and sparkled in the light of the bedroom. Kneeling to the floor, she plucked at Jenny's longest toe and slid on the most beautiful toe ring that Jenny had ever seen !

“Ohhhhh !!!!!” she gasped as she wriggled her toes. “That's so everybody will look at those GORGEOUS little feet of yours !” Katy giggled. “Now stand up, I've the PERFECT dress for you !”

Jenny wobbled to her feet, still VERY nude as Katy slithered a silky, filmy sundress over her upstretched arms ! When snuggled into place, it barely covered her firm boobs and was two inches shy from exposing her upper thighs ! Two thin spaghetti straps managed to keep the top up, but her every move made her full breasts jiggle and strain the thin fabric – and a great deal of the side of her buxom bosom could be seen peeking out from either side !

“Bu.. but... I need some underwear !” Jenny blushed.

“Now who told you you would be ALLOWED to wear underwear young lady ?” Katy sternly asked.

A shudder of humiliation, joy, and terror rippled through Jenny's body and her nipples sprang to life once again ! The thin fabric of the dress made her arousal quite noticeable to anyone that would be looking at her breasts... and that would be about anyone !

“Come here and look !” Katy ordered as she marched Jenny on tottering high heels towards the fool length mirror.

Jenny gasped in astonishment ! This couldn't be her ? This woman was far too beautiful and shamelessly sexy ! She wasn't sure it was her reflection she was looking at until she pressed a hand to her cheek and the image in the mirror mimicked it !

Jenny was absolutely stunned and for many moments could not even breathe ! From the sparkling diamond toe ring on her bright red painted toes to her trim waist and buxom torso, the brunette saw beauty she could never have imagined belonging to her ! Her blonde student was indeed a master of makeup as she beheld her now alluring hazel eyes that seemed to draw one to them and her cute brunette pony tail that made her look 15 years younger !

She giggled and blushed as she noticed how easy it was to see her rock-hard nipples though the thin fabric ! “Ooooo GAWD !!!!” she thought, “...everyone will be able to see my tits !” That thought alone would have her shuddering in shameless delight, but then she remembered that if she wasn't careful, EVERYONE would be able to see her newly saved mound !

Katy smiled in lustful possession as she watched Jenny's reaction. She truly was a darling beauty and Katy had successfully polished the rock into a beautiful diamond ! She snuggled up close to the gaping brunette and kissed her neck and ear. “Jenny you are like SOOOOOOOOOOOOOOO hot ! Gimmie twenty minutes and I'll take you to a place you'll just LOVE !”

After having taken her to so many places that she would just die to experience again, Jenny shivered with anticipation at what her sexy student had planned !Jenny was a little unsteady on her feet as she was unused to wearing heels; much less 3 inch high ones, but Katy took her arm and balanced her as they walked to the car. Each step made the brunettes large boobs jounce back and forth, rubbing her nipples against the filmy fabric of the short sundress. She felt almost naked with no underwear on and was thankful it was a calm night else anyone walking by would get a nice view of her bare butt ! She sat on the passenger side and carefully maneuvered into the seat, trying desperately to keep her newly shaven pussy from showing.

Katy giggled and blew her a kiss which made the older woman blush. Coming out in public nearly naked and seeing how much Katy loved her predicament started arousing the buxom librarian and her nipples hardened noticeably through the sheer fabric of her light dress !

Katy had already called her friends and told them to meet them at The Blue Clam. Jenny had never been there before (or any other bars actually) but it seemed a nice place when they pulled up. "Now don't worry Jenny," Katy giggled, "...no one is going to recognize you ! You didn't even recognize yourself when you looked in the mirror !" Jenny knew Katy was right. Without her glasses and with the complete makeover that Katy had given her, it was unlikely that ANYONE would recognize her ! "Just to be safe, we'll call you Cindy when you're all dolled up like this !"

Inside, it was dark and relatively quiet but Jenny could hardly see. Katy knew her way around though and guided her to the back of the bar where her friends were waiting at their favorite table. Katy's four friends got up and for a moment, Jenny felt herself slipping back into her mousy self-image. The blonde's friends were easily as beautiful and almost as tall as her student ! But those feelings didn't last long as they started to gush and fawn over the pony-tailed brunette! "She's soooo cute !" one squealed. "A little darling !" another cooed. Each one had to come up and give her a huge hug and peck on the cheek. Each hug made her massive boobs balloon out at the sides and bounce in an unrestrained fashion.

The last of her friends, a tall bronzed Native American girl with long braided black hair, grabbed Jenny's hands lightly and inspected her from bottom to top ! Starting at Jenny's twinkling toe ring, the tall beauty inspected the shorter woman and one could see the delightful lust in her dark eyes. She wrapped her arms around Jenny and almost lifted her off of the floor as she she cooed over shoulder "Katy, wherever did you find such an adorable little thing ?"

Hardened nipples on obvious display, they bustled Jenny into the circular booth and made her sit in beween them. A large frilly tablecloth covered most of the front of the table, and Jenny would come to find out that was by design. Katy ordered drinks and soon a tall Long Island Iced Tea was set before the awestruck brunette. Hiding her nervousness, she greedily gulped down a good half of the drink. Now Jenny hardly ever drank, and by the time she'd downed the rest of the drink, she was feeling a little giddy. They ordered her another one just as the band got ready to start.

One of the girls laid her hand on Jenny's and said "Cindy, you MUST try this new dance with us !" she giggled. "It's called "The Mosh Huddle" and you will absolutely LOVE it!" Of course, Katy had already coordinated with her friends to make sure that Jenny had a night she would NEVER forget !

Jenny was just about to mention that she didn't know how to dance when the band started to play. The music was VERY loud as the five girls dragged a tipsy Jenny to the middle of the dance floor and huddled around her. They forced her hands up into the air and almost crushed her with their sexy perfumed bodies !

From outside all one could see was Jenny's sandled bare feet mincing about and her hands waving wildly in the air. For all practical purposes, a picture of a woman enjoying herself with her friends. Fortunately, the music was so loud no one could hear Jenny's squeals of uncontrolled laughter as all five girls were tickling the HELL out of her! Long nails danced in her underarms and poked and probed her ribs – others scribbled across her tummy and one of the girls was fiendishly tickling her firm buns!

Jenny was beside herself with laughter and lust. Didn't Katy know what this was doing to her? The wicked girls were going to gang-tickle her until she had an orgasm right on the dance floor !

But it got even worse for the cackling brunette. As they crushed her and tickled her the girls were slowly hiking Jenny's flimsy dress up higher and higher! Soon her bare butt was being tickled and they kept scooting up her dress until it was bunched around her underarms! Here she was almost nude in the middle of the dance floor with 5 sexy girls tickling her for all they were worth! Of course no one in the bar could see that she was nude or that her massive boobs and nipples were being tickle-tortured. Jenny was by now so addicted to being tickled that she willingly surrendered herself to the hysterically delicious feelings. The helpless brunettes libido was rapidly approaching critical mass when the Indian Princess tickled her almost bald pussy and easily slipped two fingers in between the moist folds of her lips!

Jenny went wildly ballistic ! Grunting and squealing shamelessly, she furiously humped the girls fingers as explosions wracked her small body! Crushed as she was in the Mosh Huddle, Jenny couldn't have fallen to the floor like she wanted to – her knees having turned to rubber as the intense orgasm took control of her body! Over and over the wicked girl forced successive orgasms out of the totally helpless Jenny! Just as the song was ending, they slithered her dress back down but it took two of them to carry the still quivering Jenny back to her booth.

After 5 minutes Jenny was able to breathe almost normally and guzzled down a full Long Island Iced Tea. Katy leaned over and kissed her on the neck and said "Now wasn't that wild?" Jenny could only nod dumbly with an idiotic smile still pasted across her face.

With a fiendish grin, Katy reached down and snared Jenny's right ankle as one of the other girls grabbed her left causing the short brunette to slide a bit in the booth. They had her legs spread wide when they started darting their long nails up an down the brunette's unprotected sandled feet ! Squealing with delight, Jenny collapsed into another bout of hysterical laughter as they tickled her feet and started undoing the straps of her sandles ! The two girls on either side of Jenny hiked her sundress up and slithered their wicked nails underneath to tease and tickle her tummy and belly button !

People were used to weird goings-on at The Blue Clam so they didn't find it unusual for an obviously drunk brunette to be laughing and pounding the table in a fit of utter hysteria! What they couldn't see were those long fingernails scribblng up and down her rapdily wiggling bare feet and tunneling in to her ribs and belly button!

Jenny was too lost in laughter to notice the Indian Princess sliding under the table, masked from view by the long tablecloth. She couldn't see the long, stiff feather that she held nor realize that she was kneeling right in front of her very wide spread legs. But when the tip of that feather kissed her defenseless bald mound, the cackling brunette began to sob and moan loudly as she was being tickled to yet another muscle-wrenching orgasm!

The Fiendish Five worked the completely helpless brunette over for a good 30 minutes until she was literally drooling and sobbing from the torturous tickling and the constant stream of orgasms that they forced on her !

Katy knew the poor darling had had more than enough for one day and supported her as they stumbled towards the car. Jenny sank into a pleasant doze on the way home, giggling and moaning so much that Katy had a hard time keeping her eyes on the road !

She maneuvered the staggering brunette up the stairs to her bedroom and laid her down on her bed. Removing dress and sandles, she tucked the still giggling Jenny into her bed. Before she left, Katy planted a VERY sensuous french kiss on her new friend which was returned with an ardor that schocked the statuesque blonde!

Jenny fell into a deep sleep, and for some not-so-strange reason, her dreams took on a highly erotic flavor......

....She was running through the jungle, desperately trying to escape a band of Amazons that were pursuing her ! She knew that the mythical Amazon tribes kept their existence secret by cruelly torturing to death any one who would discover their whereabouts ! Clutching on to her pith helmet, the tiny explorer hoped to evade her pursurers by ducking into a heavy patch of jungle bushes that led her to a quiet, peaceful clearing.

Gasping for breath, she stopped to rest next to a large tree, listening intently for the sounds of the Amazons that were chasing her !

Suddenly, a noose from a stout vine cinched up around her high-top jungle boots and she was yanked into the air by her ankles ! With a THUD the back of her boots hit the low branch that the vine was slung over and she found herself flailing upside down; helpless to escape her jungle bondage !

The Amazons quickly crowded around her, looking ever so much like Katy and her friends!

"No PLEASE.... let me go !" she quailed,even though she doubted if they understood her language. The leader of the band twirled her spear around and used the blunt end to poke Jenny against her ribs !

"HEEEHEHEHEHEEEEEEY!!!!! STOP THAT !!!!!" she giggled.

The girls looked at one another and conversed in an undecipherable language. Nodding, the leader poked Jenny's ribcage again and earned a giggling squeal for her efforts !

"STAAAAAAHAHAHAHHAAAAAAP THAT !" she giggled, "....C'MONNNNHAHAHAHAHAHAAAAAAAAA!!!!!" she squealed as she flailed her arms around quite uselessly.

Jabbering between them, the Amazon girls exchanged knowing looks and leering smiles ! Their leader placed the end of her spear against Jenny's ribcage and started wriggling it furiously !

STAAAAAAHAHAHAHHAAAAAAP !!!! QUIT!!!!!!!! she babbled.

Giggling between themselves, the Amazons planted their spears in the ground and advanced as one on the helpless upside-down brunette.

Except for the Princess who darted for the tree and climbed it as quick as any hunting cat ! She sprawled out on the limb that Jenny's boots were bound to and gazed on them with wicked intent !

The four Amazons playfully poked and prodded the upside-down brunette who immediately broke out in squealing giggles as she tried feebly to bat their hands away from her tummy, ribs, and knees.

"HAHAHAHAAAAAA !!!! CUT IT OUTHAHAHAHAAAAAA!!!!! THAT TIHIHIHIHICKLES HAHAHAHAAAAAAAAAA!"

Meanwhile, the Princess whipped out a razor sharp knife! Slowly and carefully she cut away at the stitching that held the sole of Jenny's left boot to the leather uppers. Squealing and giggling helplessly while the four Amazons played tickle-games with her, Jenny was unaware that the sole of her boot had been removed and her thick cotton sock sliced open until the cool air of the shaded clearing kissed her now bare sole !

Princess had never seen such a soft tender foot in her life! What with running through the jungle barefoot all of their lives, the tribe of women had toughened feet. Not so with the squealing brunette! Her high pale arches were buttery soft and the ball and heel glowed a soft rosy pink. Entranced, Princess SLOWLY stroked a single finger from Jenny's toes, across her arch and twirled it around her pudgy heel.

"BWAAAAAAAAAAHAHAHAHAAAAA!!!NOOOOOOOOHAHAHAAAA!!!"

Jenny exploded with cackling laughter as the ticklish sensations shot up her leg like electricity and short-circuited in her loins ! Her feet were horribly ticklish at best, but now they were helplessly trapped and Jenny could do nothing to stop the fiendish tickling!

Princess was delighted ! Her captive's feet were unbelievably soft and VERY ticklish! Grinning hugely, she traced two fingers up and down Jenny's bare foot and chuckled as she watched her spread out her toes one second, then curl them and wrinkle her arch the next ! She explored between those pudgy soft toes and giggled lustfully when she traced every single wrinkle that her captive presented to her !

Tears of laughter were streaming from Jenny's eyes! The foot tickling was more than she could stand ! Torture of the WORST kind ! Only then did Jenny realize that her captors could very easily tickle her to death !

Her four friends saw how much fun Princess was having tickling their captive's bare foot and decided to find some bare skin of their own to tease ! Standing behind the now barely wriggling brunette, a tall blonde Amazon that looked just like Katy, reached around and grabbed the shirtails of Jenny's khaki shirt and jerked violently to both sides ! Buttons flew as the topless blonde easily skinned Jenny's shirt down her arms and tossed it off into the bushes ! Eager hands from the other women unbuckled her belt and easily split the seams of her khaki shorts!

Jenny's arms dangled uselessly as she succumbed to the foot tickling and fell into silent, helpless laughter ! She was so tickle-crazed that she didn't even realize she'd been stripped to her bra and panties ! These didn't last long, however, as the four Amazons made short work of the flimsy cotton garments and left Jenny howling silently, completely naked and totally defenseless!

As one, the four retrieved stiff, long feathers and approached their nude captive with ill concealed lust ! Tender underarms and soft quivering thighs met their match as they feather-tortured the now quite delirious brunette! But the blonde that was sawing her feather across Jenny's nipples was throwing the ticklish brunette's mind into a quandry of major proportions ! Her nipples stiffened up, harder than ever before, as she was starting to be turned on my their insidious torture!

Fortunately for Jenny, her gasps of silent laughter subsided into giggling squeals as the tickling of her tender bare foot ceased. Feathers danced in her navel and stroked the backs of her thighs but nothing could compare to the feather strokes that made her nipples throb with excitement !

Little did Jenny know that Princess had once again drawn her blade and was slicing away her other boot sole – intent on exposing her other very tender bare foot !

The cackling soon began once again as Princess now had two beautiful bare feet to play with ! She danced her nails up and down those helpless bare feet and drove Jenny mad with boughts of hysterical, unstoppable laughter !

Jenny just knew she was going to die from this wicked tickle torture. But she couldn't stop the lustful surge that was dominating her lower tummy ! Feathers that once tickled the backs of her thighs now danced in between her jiggling buns and were arousing her like nothing ever had before ! No one had ever tickled her THERE !

Princess tickled Jenny's bare feet until she once again had her quaking in silent laughter. Enamored with the brunette's very soft, and now very pink soles, she SLOWLY dragged her tongue from heels to toes, working on one tender sole after the other! As she reached the top, she would nibble and kiss her pudgy toes, then start all over again!

Jenny was beginning to vibrate with shudders that heralded the onslaught of a massive orgasm! The amazon that was licking and kissing her bare feet was sending incredibly erotic sensations coursing through her nervous system. In the back of her mind she knew what the Amazon's method of death-by-torture for her was – they intended to keep tickling her, making her cum again and again, until she finally died !

The blonde Amazon could see how moist the brunette's bald mound was and slid her stiff feather in between Jenny's pouting lips. Sawing the feather back and forth across her hard clit, she pushed Jenny over the edge and she started squealing and grunting as the explosions ripped through her body !....

...Jenny's eyes fluttered open just as a loud, earthy moan escaped her lips ! Two of her fingers were buried deep inside her and they were flooded with her love honey !

"Oh God !" she thought as her breathing and heartbeat slowed down, "...Katy's turned me into a tickle-nympho ! I can't stop playing with myself even when I'm asleep!"

The thought of the statuesque blonde caused Jenny to reflect upon the day's events and how that gorgeous girl had so drastically changed her life ! She squeezed her nipples sensuously as she thought about her love for the younger woman.

Suddenly, a pang of fear sat coldly in her tummy! "If Jenny doesn't pass these upcoming exams, she'll be kicked out of college ! I'll lose her forever !" Jenny thought.

Reining in her emotions, she thought carefully "No! It's my job to make sure she passes those exams ! How on earth can I convince her to study ?"

A decidedly wicked grin then parted her lips ! She knew JUST how to motivate that gorgeous little girl ! Her fingers returned to tease her still hard nipples as she thought of what she'd need to do to prepare Katy's "study session" !..

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