Instead of using models that became famous like Stephanie Seymour did by working for Victoria's Secret, the owners decided to use actresses who were already famous. Five actresses had been chosen to kick off the first edition of the catalog. They were the lovely and talented Liv Tyler, her good friend Alicia Silverstone, Angelina Jolie, Drew Berrymore and Sharon Stone.

On this day there was going to be a photo shoot of all the actresses wearing pantyhose.

The four women all had on white blouses (with no bra), and pantyhose. Liv had on tan colored seamless shiny pantyhose and her long legs looked incredibly sexy. Angelina was wearing a darker brown color of pantyhose with the panty portion being the darkest part. Alicia was wearing silky tan colored pantyhose that made her incredibly sexy legs irresistible to mortal men. Drew was wearing white pantyhose. Drew's hose were control top as she was having a little weight problem. Alicia had lost quite a bit of weight but she still had a few pounds to go.

Liv, Alicia, Drew and Angelina were all in the dressing room talking and bonding with one another when Sharon walked in. The four young women did not know Sharon was going to be one of the models and did not really like her as she was older and had a reputation of having an attitude. Sharon knew other actresses were going to model but she did not know whom. The girl's jaws just dropped when Sharon walked in. Sharon looked gorgeous in her sheer black 100% nylon pantyhose. She also had on a bright silk red blouse. It was obvious she was going to be the featured celebrity. Sharon was what a Hollywood star should look like. Even though she was 15 years older than the other actresses she looked more fit and glamorous. When she walked in the room and saw the young women she gave a look of disgust.

"What did I get myself mixed up with? I thought we were going to have stars modeling" Sharon said as she looked in Liv's direction.

"If it wasn't for your father (Steven Tyler of Aerosmith) no one would no who you are honey."

"And what happened to all the donuts the crew had for us?" Sharon asked. looking at Drew and Alicia while the two young girls bowed their heads in guilt.

Both girls quickly wiped away the powered sugar from their mouths.

"Did you guys ever hear of salad?"

"Only fat girls where white hose" Sharon said cruelly to Drew.

"Hey Angelina, what was that outfit you had on at the Oscars? You looked like some kind of ghoul. When you go to an event you should dress like a star not like you are going to a Halloween party. Didn't you care about how your Father (actor Jon Voight) must have felt seeing you like that?"

"Lay off Sharon," Drew said sticking up for her new friends.

"Shut you mouth shrimp before I shut it for you, and that goes for all of you. Let's just get through this photo shoot and pray that my natural charm and gorgeous looks can save the day," Sharon replied.

Drew, Liv and Alicia seemed intimated by Sharon and said nothing, but Angelina spoke up, "Hey Sharon I was 21 when I won my first Golden Globe and just turned 23 and won my first Oscar. How many Oscars have you won?"

"You little bitch," Sharon screamed.

She could dish out the insults but could not take them. That's all hot tempered Sharon needed to hear. She immediately rushed Angelina and put her arms around her throat in a viscous choke and shoved her against the wall. Angelina tried to claw at Sharon's arms but Sharon persisted and Angelina began gasping for air.

"Let go Sharon! You're killing her!" screamed Liv. Sharon ignored Liv's plea.

The other three girls then pulled at Sharon's arms trying to get her to release the hold as Angelina was losing consciousness. Finally Liv took off her blouse, got behind Sharon and began choking Sharon with the blouse. Still Sharon did not let go of Angelina. Drew and Alicia began punching Sharon in the face and arms. Finally Sharon released the choke as she started to feel the effects of Liv's choke and the two blondes punches. She was able to reach behind Liv and grab her by the head and flipped the brunette beauty over.

Sharon gave a couple of quick stomps to Liv's firm breasts causing her to scream. Sharon then gave Drew a right fist to the jaw knocking Drew down to the carpet and kicked Alicia in the stomach. When Alicia bent over Sharon grabbed her by the hair and bulldogged Alicia to the floor.

Most any other woman would have high tailed it out of there fighting against four women but not Sharon. She wanted to inflict more damaged and she thought enough of herself and so little of these young women that she decide to stay. Sharon went over to Angelina who was just starting to get up and gave her a couple of more kicks to the stomach and head knocking the girl down on her back. Sharon then place her nylon covered foot on Angelina's neck.

"Don't you ever mess with me you little freak" Sharon screamed.

Angelina could only claw at Sharon's powerful leg as she was helpless and was once again being choked out.

Sharon saw Liv get back and walking towards her. Sharon let up on Angelina long enough to kick Liv right between the legs and throw her into Alicia who was getting back up. However, Sharon did not notice Drew coming up from behind her. Drew knew she could not duke it out with Sharon and come out on top so she dove at her legs trying to knock her down. Sharon's knees buckled from the impact but she did not go down. Instead she reached down and grabbed Drew by the hair and drove another right fist into the side of Drew's head. Drew went down to the carpet with a thud.

Drew distracted Sharon long enough for Liv to get up and charge Sharon. The older woman turned around quickly and met the charging Liv with a punch to the gut doubling the girl over. Sharon followed with a punch to the back of the brunette's neck sending Liv back down to the floor. By now Angelina and Drew both had recovered and charged Sharon. Angelina went high into Sharon's body and Drew went low. Liv was behind Sharon on all fours so when the other two girls charged, Sharon fell backwards and flipped over Liv onto the floor with Angelina landing on top of the blonde bombshell.

Angelina saw Alicia near by waiting to strike so she moved off Sharon. Before Sharon could get out of the way Alicia came down with her knees landing on Sharon's head.

"Oooohhh," Sharon cried.

Drew and Liv each grabbed one of Sharon's legs and dropped an elbow right above the knee. Sharon raised her body in pain and was immediately was met kicks to the face by Angelina and Alicia sending her back down to the mat. The young actresses were in control now.

Alicia then went behind Sharon and got her in a figure four head-scissors. Sharon screamed in pain and immediately clawed at Alicia's white legs.

"Grab her arms," Alicia yelled at her pals.

Liv and Drew each took an arm while Angelina sat down on Sharon's stomach and began inching up her chest.

"Prepare yourself to be smothered out" hissed Angelina as she went for the classic hand over mouth smother while pinching Sharon's nostrils shut.

Sharon started to buck wildly and managed to bring her legs up and around Angelina's neck pulling the young actress off her. Sharon was also able to once again place pressure around Angelina's neck with her calves and ankles as she was choking her out yet again even as Alicia held on to her figure four headscissors.

Liv and Drew let go of Sharon's arms and tried to pry Sharon's legs loose from Angelina's neck. Alicia broke her hold but quickly put her arms around Sharon's neck as Sharon lifted her torso up. Liv and Drew out of desperation started dropping knees to Sharon's abdomen and crotch area trying to get her to release her choke of Angelina. The combination of Alicia's choke and Drew's and Alicia's knee drops worked, as Angelina was finally able to escape Sharon's deadly legs.

Liv and Drew continued with knee drops, this time landing each drop to Sharon's crotch. Alicia was now able to apply a sleeper hold to the now weaken blonde. Sharon frantically waved her arms but soon her arms went limp and she slipped into unconsciousness. Alicia gently placed her body flat on the carpet and removed her blouse leaving Sharon only in her black pantyhose. Sharon did look incredibly sexy lying there. This did not go unnoticed by the young actresses.

"What do we do now?" Liv asked

"Let's have some fun with her. It's not every day we get a chance to give it to a witch like this" Drew suggested.

Angelina now recovered suggested, "Let's see how many ways we can knock her out."

With that the four girls rolled Sharon over and Liv (the tallest of the group) laid on top of Sharon and grapevines her shiny nylon legs around Sharon's silky black legs while putting her arms around Sharon's head in a full nelson. Liv now rolled over on her back and held Sharon in a state of helplessness.

Alicia then slapped Sharon awake.

"Glad you came back Sharon. The fun has just begun"

"I'll get you, all of you" the defiant actress snarled.

With Liv having her all tied up Sharon was in no position to carry out her threat. Liv started to put some pressure on Sharon's neck and rubbed her legs up and down Sharon legs. The noise of the nylon-covered legs of these two beauties rubbing against the other was getting everyone in the room hot.

"Ooough" Sharon screamed feeling the pressure on her neck and in her lower body as her legs were being stretched wide apart as Liv increased the pressure.

Angelina then sat on Sharon's chest as Liv continued her hold. "Now to finish what I started earlier"

Angelina once again pinched Sharon's nostrils shut and put her other hand over Sharon's mouth. This time there would be no escape with Liv maintaining her hold. Sharon struggled but was out in minutes. Liv released her hold as the girls decide who would get the next turn at Sharon.

Moments later Sharon was awaken only to find Drew sitting on her stomach.

"My turn next" Drew said excitedly over her droopy victim.

"You really should be nicer to people" Drew lectured the older actress.

With that Drew dropped her well-developed chest over the older woman and easily made a perfect seal on the weakened actress's face. Before Sharon was about to go out, Drew released for a moment and started to tit slap Sharon's face a few times humiliating the woman. She then vigorously rubbed her breasts up and down on Sharon's face and then pulled Sharon's face up into her breasts. Sharon was too weak to struggle. Her entire body went limp in minutes. Drew laid Sharon back down and continued the breast smother a few moments more. Sharon's leg twitched a little then was still. She was out again.

After some time went by...

"I see your back with us again" Alicia said as Sharon blink her eyes open.

"Do you have anything to say?"

"Can I have some more?" was Sharon's incredulous remark.

"As you wish" Alicia answered.

Alicia then went for the front facesit on her helpless victim. Angelina, Drew and Liv were not really needed now but they wanted some fun too. As Alicia was grinding her sex on Sharon's face, Drew sat on Sharon's stomach playing with, twisting and punching Sharon's tits. Sharon moans were muffled by Alicia's silk covered cunt. Alicia began rubbing her sweet sex sideways on Sharon.

"Mmmmmm I love the way her face feels against my silky pussy" Alicia told her friends.

Seeing Sharon's beautiful but helpless body were getting Angelina and Liv hot. Both girls needed some relief. They each took one of Sharon's nylon cover legs and started to rub their crotches on them. Liv began rubbing on Sharon's upper thigh like a dog, while Angelina stood up and started to rub Sharon's foot into her crotch.

"Aaaaahhhh"

By this time Alicia was moaning loudly as she came to an orgasm on Sharon's face. Sharon was still awake but absolutely helpless which pleased Alicia. Alicia thrust her hips violently on her captive's face as she completed her orgasm then stayed on Sharon a little but more until she drained herself completely.

"So glad you were able to stay awake" Alicia said as she got off Sharon.

"I'll get you," whispered Sharon.

She had little strength left and her face was dripping wet with Alicia's sex.

By now Liv was about ready to explode.

"I go next," she said hopefully

Sharon now pleaded, "No more!"

"You should be honored to have us," Liv said just before mounting the older actress face to satisfy her sexual pleasures.

Liv did not often have a chance to be in this position but she was already worked up and immediately went to a fast paced humping motion on Sharon's face. In just a few minutes she creamed right through her lycra/nylon seamless pantyhose drenching the blonde's face in a brief but violent orgasm. Liv's orgasm was so powerful the some of her love dripped off Sharon and onto the carpet. Through sheer resolve Sharon remained conscious.

"My turn, My turn" Drew said excitingly.

Drew then sat on Sharon's face in a reverse face sit.

"No! No, please, no more," Sharon could only weakly protest.

Drew had been fingering herself while Liv was on Sharon's face so she had gotten a little wet herself and even though she had on a control top style of hose they were thinned out by her wetness, especially the crotch area. Just moments after Drew mounted Sharon the older actress began convulsing violently.

In seconds the other girls realized why.

"Pee-yew! What is that smell?" Alicia asked.

All the girls looked in Drew's direction. Gas had escaped Drew's ass right onto Sharon's face.

"Sorry, I guess those donuts I ate are starting to go through my system," Drew said sheepishly.

Sharon was getting Drew's full scent and then some. It was more than she could take. Her wild bucking was upsetting the other girls.

"Scootch up" Alicia said as Sharon kept on bucking.

Drew moved backwards on Sharon's head while Alicia covered the actress's mouth with her sex. With the double facesit Sharon soon settled down and her struggles amounted to no more than small movement of her arms and legs. Alicia got off of Sharon and let Drew continue with her fun.

Drew continued her grinding and rubbing of her wet pantyhose covered ass on Sharon's face. Sharon's world went dark again just as Drew came. Sharon's body started to spasm once more as Drew's juices spilled through her now smelly pantyhose onto Sharon's face. All of the sudden the girls heard Angelina shout out.

"Damm it" the girls looked up at Angelina who was still pleasuring herself with Sharon's foot. When Sharon's legs were spasming while under Drew, her shaking foot got Angelina off quicker than she hoped, her juices flowing down Sharon's trapped leg.

"Don't worry Angelina, I'm sure you got one more in you" Alicia encouraged her.

The girls stood up and looked down on the unconscious woman. There was a refrigerator in the dressing room and Liv suggested they look in there to see what they could throw on Sharon's face to wake her up. There were all sorts of drinks and Liv was about ready to bring over some water when Drew said

"Wait - get the eggs!"

Liv brought three eggs and she and Drew broke them on Sharon's head and poured them on her face. The girls then started rubbing the eggs on the blonde. Sharon's face was now a gooey mess soaked with 3 layers of girl juice and 3 scrambled eggs. Sharon was just beginning to come out of her slumber

"Look what I found," exclaimed Alicia.

Alicia found some flour and brought it over and poured it on Sharon's face. The flour stuck like glue to Sharon's sticky face. She looked like she was wearing one of those face masks some women wear at night. Sharon realized what was happening to her and started whimpering. Angelina was now standing over her.

"No more please!"

Sharon 's cocky attitude was gone as she pleaded like a little schoolgirl. Angelina would have none of it.

"You should be happy. This is going to do wonders for your complexion," Angelina said.

Sharon also saw why Angelina was given dark hose. Angelina did not like to trim her pubic hair. Sharon looked in terror as she could see Angelina furry bush show through the dark hose as Angelina descended on her face.

Angelina went for the front facesit as the other girls just sat back and relaxed recovering from their orgasms, satisfied. Angelina at first was going slow and soft on Sharon's face as it was taking her some time to get excited again what with having just come on Sharon's foot. Soon she was feeling excited and tore a hole in her pantyhose crotch exposing her hairy snatch.

"Lick" came the order to Sharon.

Sharon had no choice and stuck her tongue out but Angelina was too hot to wait for Sharon to get her off and she began grinding her sex onto Sharon's face roughly. Soon she found a steady rhythm and grabbed Sharon's hair pulling her up deep in her crotch. Sharon amazingly was fighting, if only weakly by slapping at Angelina's nylon legs. Angelina then got on her side and squeezed Sharon's head as she was shoving her face deep in her crotch. Again Sharon's body convulse a little then stopped. Angelina then placed the woman on her back and continued to buck wildly on Sharon's head as she held tightly to the blonde hair like a cowboy holds on to the reigns of a bucking bronco horse. Angelina's moans turned to screams as she came with another orgasm. The fourth Sharon had to suffer through. Sharon's legs shuffled a little but then stopped. She was unconscious again.

Angelina continued rocking on Sharon's face suffocating her with her wet sex as she shuddered from the force of her orgasm. Sharon's face was all pasty. The combination of eggs, flour and love juice being rubbed on her face looked like a glaze someone would spread on a cake or cookies. Some of the delicious mixture stuffed up her nose and mouth, her hair was soaking wet with the unique shampoo.

"Wake up, Wake up" Drew was slapping Sharon awake.

"We're not done yet."

Liv and Alicia sat down near Sharon. Each grabbed an arm and put it in between their legs and put one foot on Sharon's lower jaw and another on Sharon's face and nose.

"Now suck," Alicia demanded.

Sharon cried, "No, No, I'm sorry! Please let me go."

Liv and Alicia started to kick her face and cover her mouth and nose with their nylon covered feet. Drew meanwhile sat on Sharon chest and put her feet on Sharon's face.

Sharon was now crying hysterically

"OK, OK" she sobbed as she began licking each girl's foot.

Now the only sounds heard were 3 pair of nylon covered legs and feet rubbing on Sharon's arms and face, the sounds of Sharon's low moaning and whimpering and her licking the victors feet. Liv and Alicia were loving the feeling of Sharon's tongue on their feet so much that each took turns shoving their foot further in Sharon's mouth. Sharon's whimpering gave way to moaning and she started to squirm as best she could. The three young ladies were mystified by this reaction until they turned around and saw Angelina who was lying in between Sharon's legs licking the actress clit through her hose.

Sharon's legs were draped over Angelina's shoulders and her feet were dangling helplessly in the air as Angelina was working her fingers in Sharon's hose.

"How's that 40 year old pussy smell?" one of the girls asked.

"Like dead fish" Angelina responded.

"Then why are you down there?"

"I like fish" Angelina responded with a devilish smile as she continued working on Sharon's love buttons.

After a few minutes Angelina tore a little hole in the hose and found Sharon's clit sucking feverishly. Sharon stopped her licking of the other actresses' feet as she was close to cumming herself and began bucking again.

The girls got off their victim momentarily. Then Alicia quickly got on top of Sharon again in a reverse face sit both to muffle her moans and because she was once again getting hot. Liv sat on Sharon's bucking belly and Drew sat on her legs. Poor Sharon was in bondage as she approached orgasm and was being smothered simultaneously.

"Let me have some of that," Liv said hopefully to Alicia as Sharon's struggles slowed.

Alicia moved up on Sharon's head as Liv pressed her wet sex on the blonde's mouth. Soon Angelina's tongue and fingers did there magic and Sharon orgasm all over Angelina's fingers and face even as she was being smothered out. She was out seconds later.

"Anybody bring their toys?" Alicia asked incredibly, as the young actresses were not done yet.

"I do" both Angelina and Drew said at the same time.

"Why am I not surprised?" Liv said

Two minutes later Drew and Angelina came back with 9-inch strap-on dildos.

"Sharon's got a big pussy, but not that big," Drew said knowing they both could not go in the front entrance.

"Angelina, why don't you work on the front and Drew you do the rear." Alicia suggested.

Liv and Alicia got off their sleepy victim as Angelina positioned herself between Sharon's legs. The dildo went into Sharon's wet sex very easy as Angelina started pumping. Sharon awoke again and began moaning, but this time in pleasure.

"Hey she's enjoying herself," Liv noted.

"Not for long," Drew laughed.

With that Drew stuck her dildo up Sharon's ass. Sharon was now getting it from two sides and was moaning in pleasure and crying in pain. After Angelina pumped in Sharon's twat, Sharon would moan in pleasure but those moans soon became cries as Drew then pumped the dildo up her ass.

"Ahhh!"

"Ohhh!"

Sharon went on as Angelina and Drew maintained their thrusting into her womanhood.

Liv and Alicia enjoyed seeing Sharon suffer but the action was too much for them. Sharon was on her side sandwich in between Drew and Angelina so Liv laid down near Sharon's head and again placed Sharon's face up her womanhood and started pumping Sharon's head in and out of her sweet but now soaking wet seamless nylon crotch.

After a few minutes Drew and Angelina accomplished their goal as Sharon shook and shivered with another orgasm. Seconds later Liv clamped down hard on her captive's head pulling Sharon's head deep in her sex and came with her second orgasm on Sharon's face. After Liv released Sharon's head letting it flop to the floor Alicia climbed on top of Sharon's face one more time and quickly came on the now unconscious woman adding the sixth and final layer of girl cum on Sharon's face. Alicia continued to grind away smothering Sharon. Squishing noises could be heard as Alicia's wet silky covered crotch was rubbing against Sharon's slick face.

After Alicia got up the girls went for their final move. Each one lay down and put their beautiful legs around a part of Sharon's body.

Alicia went for the lower abdomen. Liv got the stomach and ribs. Drew went for the breasts and Angelina got the neck. Each girl got Sharon in a leg scissors and began squeezing. To increase Sharon's suffering they squeezed in increments. First Alicia, then Liv, Drew then Angelina.

"1, 2, 3, 4," Angelina started counting off.

Sharon writhed in agony as she was having her breasts crushed, her ribs being crushed, the air being forced out of her and her windpipe being crushed. All Sharon could do at this point was make involuntary movements and noises, as the girls were merciless in their attack. Angelina clamped down particularly hard on Sharon's neck causing squeaking sounds to escape from Sharon's throat. After a few minutes of this torture Sharon mercifully passed out.

The girls got off their victim - finally they were satisfied.

"This was fun! We'll have to pick some other victim sometime," Drew said.

The other girls nodded their agreement.

There was so much cum, flour and eggs on Sharon's face that you could not recognize her. There was girl juice oozing out of her nose and mouth. Her hair and, in fact, her entire body from head to toe was soaked by the young actresses' love liquid. The girls left Sharon lying on the carpet in a puddle of their sweet nectar. Their only mistake was that she was still breathing. In her sleep Sharon was already dreaming up her revenge.

The end.