"She didn't even apologize, that cheap slut!" screamed Calista.

Normally, Teddi wouldn't have minded, but Calista was telling an all-out, bald-faced lie. Teddi, with her towel wrapped around her, walked over to Calista to straighten the situation out. Teddi maintained her composure but Calista went absolutely berserk.

Rather than make a scene, Teddi tried to walk away. That's when Calista started getting physical. She pushed Teddi in the back. Teddi stumbled, then turned back around and gave her a look that could kill.

"What the hell is your problem?" asked Teddi.

"I'm sick of all you cheap sluts walking around acting like you could get anything with just a shake of your inflated boobs!" shot back Calista.

Teddi dropped her towel.

"You just wish you had a body like this," said Teddi pointing to herself. "What the hell do you wanna do about it?"

Calista didn't shoot back with words this time, but instead she tackled Teddi. The two slammed into the ground, rolling around. Each had a fistful of the others hair. The sounds of grunts, screams, and bodies slapping together echoed in the locker room. All the women stopped what they were doing and watched.

Slowly, it looked like Teddi was getting the upper hand but, with a sudden unexpected burst of strength, Calista pinned her to the ground. Teddi shot back with a punch to the face that knocked Calista off of her. Calista sat back and grabbed her sore jaw.

Teddi hit her with another left, then a right. Calista fell to her back. That's when Teddi took the offensive. She straddled the smaller actress, grabbed a handful of hair and slammed her head repeatedly into the floor. Each time a little harder than the next. Calista grabbed an handful of Teddi's hair and again, they rolled on the floor, each looking for an advantage. Calista again wound up on top of the busty porn star. This time, she put her forearm right in Teddi's throat, choking her.

"Tell me you give up, bitch! TELL ME!" Calista screamed.

"Not...on....your...life...skank!" Teddi hit Calista right in the temple with a right hook.

Again, Calista was dazed. Again, Teddi took the advantage but she wouldn't lose it this time. She picked Calista up by the hair and flung her into a bench with a thud. Calista gasped for air. Teddi continued her assault of punches, mixed in with a few kicks and stomps on the smaller girl. Teddi picked up the actress and threw her into a row of lockers.

BAM!

"Ungh....." grunted Calista.

Slowly, the drive was fading in Calista's eyes. Instead of the anger and hatred that was once there, there was now only fear and humiliation. Teddi grabbed Calista by the head and slammed it into the lockers three times.

BAM!

BAM!

BAM!

The little girl slumped to the floor.

"Please...don't....hurt....me...anymore," pleaded Calista.

"Oh, you've only just begun to hurt!" said Teddi with a smirk.

Calista fell on her back onto the carpeted floor.

"I give!" she moaned, raising her open hands.

"That's good," said Teddi. "But I'm not finished yet!"

Teddi grabbed Calista's hands and dragged her to middle of the locker room. She straddled the actress and tore off Calista's shirt. Then her shorts. Then her bra and finally her panties. The two women were totally naked. Calista's face was beginning to swell where she had taken the rights and lefts from the busty gal. Teddi moved up and sat on Calista's nonexistent breasts.

"Tell me you wish you had a body like me! Scream it!" demanded Teddi

"Please..Teddi..no!" Calista cried.

"Fine. I guess you need a closer look to convince you," stated Teddi.

Teddi lowered her massive breasts over Calista's face. Calista screamed only once before Teddi's amazing breasts had covered her mouth, nose and her entire face. Teddi pinned Calista down and lay on top of her spread-eagled so there would be no escape.

Then Teddi began to tease the small girl.

Teddi lifted her breasts off of Calista, but only long enough for a gulp of air, then she plopped them back over her face. After a minute or so, she pulled them up and Calista gasped for air. Then she dropped her breasts back over Calista's red face covering her like a blanket.

"I think you like this," Teddi sighed happily. "I think you like this alot."

Teddi slowly rubbed her breasts back and fourth on Calista's face.

"You like that? Huh? Let me hear you say you like that. Come on...," said Teddi in a very babyish voice.

Teddi laid atop of Calista for almost two minutes without Calista getting air. Finally, when she pulled back, Calista was almost completely gone.

"Wake up silly," Teddi slapped Calista across the face.

Calista groggily came back from la-la-land.

"Now, have you changed you mind about wanting a body like mine?" asked Teddi.

"Y-y-yes. Yes Teddi. I want a body like yours," Calista whispered.

"Awwwh. I can't hear you. I want you to scream it. Tell everyone you want to be like me," stated Teddi.

Calista didn't' have enough air to scream. She was still gasping from the almost two minutes she spent engulfed in Teddi's massive chest.

"Hmm...I guess I'll just have to try something else to get you to say it," Teddi giggled.

She stood up, straddling the petite girl, towering over her. Calista was too weak to get up. She just lay there watching as the rotund backside of Teddi Barrett was lowered onto her face. Again, Calista screamed, but her cries were abruptly cut off by the ass that covered her face.

"Now, if you know what's good for you, when I let you get some air in a minute, you'll tell me what I want to hear."

Teddi began to grind her ass into Calista's face. Slowly, methodically. She rocked back and forth, side to side atop of Calista. Finally, she let the little girl get some air.

"I (gasp) WANT (gasp) A BODY (gasp) LIKE YOU (gasp) TEDDI!!" cried the nearly unconscious Calista.

"Aww. I'm glad to hear that. Now, do you want me to sit back down on your face again?" Teddi asked.

Calista was too winded and weak to respond.

"I guess that means 'yes.' Tee-hee!" giggled Teddi.

As Teddi placed her derriere onto Calista's face, she didn't' offer any resistance this time.

"You know what I like?" Teddi asked. "I like to have my ass licked. Have you ever done that before?"

Calista gave no response or even the slightest hint she heard Teddi.

"I'm sure you do. Now remember you're in no position to argue, so I suggest you do exactly that. Get your tongue out and go to work."

Teddi rocked back and forth. She raised her butt from Calista's face only enough so she could inhale to get enough oxygen to keep servicing her.

"Mmmmmmm," moaned Teddi. "I like that. Faster, cunt, faster."

Teddi slid her bottom from side to side, getting the full feel of Calista's pretty face. Teddi raised up off of Calista for a second.

"Are you enjoying licking my asshole?" Teddi asked.

No response from Calista

"I think you like it alot. I think you want some more of it. Well, maybe later, but right here, right now I need my pussy licked too. So you can do that for me too," Teddi said with a smile.

Teddi rose up and placed her womanhood right over Calista's mouth and nose.

"Mmmph, mph, mmmmph" Calista tried to protest.

"What's that? You want me to let you go? You gotta suffer, hon. You gotta stay under my pussy," Teddi said matter-of-factly as she thrust her hips down and pressed herself on the young actresses face.

"Oh, yeah. Right there. You gotta stay under there. Under my pussy."

Teddi began the gyrating of her hips as Calista's suddenly talented tongue did it's work. Teddi held back her flood of passion; waiting for just the right time. She wanted Calista totally embarrassed and totally humiliated. She wanted Calista to be conscious when she came on her.

Teddi raised up her womanhood, but only enough so Calista could get a few gasps of air. Then she plopped back down over Calista's face after a few seconds. Calista's tongue immediately went right back to work. Teddi was now overcome with passion. She grabbed Calista's face, buried it deep inside of her pussy, and came and came and came all over Calista's face.

When she was satisfied, Teddi stood up and posed over the body of the comatose Calista Flockhart and smiled. That was her work.

"Let that be a lesson to you, bitch," sneered Teddi.

Calista lay there, barely conscious but not moving. Teddi quickly dried herself off, put on her clothes and left Calista on the floor of the locker room as the other women came in to gape and stare in amazement at the sight of one of television's most beloved young actresses nude, flat on her back and slowly wiping "Teddi dew" from her face.