Marg Helgenberger vs. Paris Hilton by TNT

"So you think I'm kind of annoying, huh bitch? What do you think of me now you carrot topped old broad, huh?" the tall blonde snarled as she yanked viciously on the silky red hair of her squirming rival.

Marg failed to respond clearly as the angry younger blonde jerked her head back, twisted her arm painfully behind her back and jumped up and down hard on the older woman's back.

"I'm gonna kill you-after I teach you some manners," Paris snipped as she listened to Marg's groans and watched the appreciative gawking looks of the lucky bystanders as they took in the tussle that had started with the exchange of insults a few moments earlier.

The posh nightclub crowd had thinned out and only a few had the fortune to observe the intense skirmish. Paris had heard the rumor that Marg had referred to her as a little bit of "dumb blonde irritation," or was it a "pretty pimple on the posh and elite's butt." Whatever the actual quote, Paris had become a feisty "irritation" when she by chance crossed path's with one particular gorgeous older red-haired actress wearing a low-cut silky short dress. Paris was wearing an extremely tight sheer gown, with a deep low 'V' neck which sported a high leg slit almost up to her hip!

A bit too much to drink for Marg. An extremely tough, irritating day for Paris. A hot party. A chance meeting. Verbal nastiness. Tempers flashed! It all just came together with a magical quality! Marg threw the first punch but by luck or skill (who could really say) Paris eluded the blow, grabbed Marg's wrist and treated the older woman to a surprisingly hard backhand that started the redhead to spin. Those darn high, high heels. A trip. The younger blonde seized the moment.

"Look Marg honey. Everyone's starin' at your big boobs," Paris whispered in her rival's ear as she noticed almost everyone's (both male and female) appreciative stare at Marg's beautiful full breasts which were bulging up out of her dress, crushing together and pressing against the floor. Glimpses of her black lace bra only added to the view. "How about if I strip you lady?" Paris snipped, her ego caught up in the moment of victory and a chance to put on a great show and be the star of the show.

"ARGGGGGGH!" Marg groaned as the pain in her arm and shoulder intensified courtesy Paris's angry twisting. The mere thought of being stripped by the uppity young blonde brought both anger and embarrassment to the beautiful redhead's mind and her lovely grimacing face turned red.

"Think I'll give everybody a bit more of a show," Paris chirped as she suddenly released Marg's wrist, leaned forward and wrapped her arm around the redheads. Marg grunted as she felt her rival lean back and execute a most painful camel clutch bringing her captive's upper body up off the floor. One last vicious yank on silky red hair and the eager hand slipped down, the long hungry fingers reaching for their target.

Ripppppp….Marg screamed as she felt Paris tear her the front of her dress open further, exposing the overstuffed sheer black lace bra.

"Hey everybody, look closely now," Paris cackled with a most mischievous smile as she grabbed a bra cup and slowly peeled it down exposing the erect nipple. A few happy and appreciative gasps and comments broke the silence as all took in the erotic sight of a pretty young blonde tart enjoying her dominance over a gorgeous older redhead. Paris looked up and smiled as she noticed the big smiles and intense happy stares that the lucky spectators sported. She loved the fact that they all seemed to be cheering for her as they craned their necks wanting to get a better view.

"Guess you're all glad I'm whipping Miss Uppity's ass, huh?" No loud affirmatives were given; just more appreciative nods as the small crowd seemed to inch a bit forward. Little did Paris know that Marg wasn't the only one being "showcased." As the young blonde had struggled and worked her rival over, her gown had shifted just enough to offer up a special view. A stiff perfect upturned nipple made it's appearance in an erotic sort of "peek-a-boo" style as Paris bounced up and down on her groaning captive's back. "Whatcha think folks? Should I strip her slow…or fast?"

"I'm gonna kill this little blonde bitch!" Marg muttered under her breath as she felt her exposed breast burst into fiery pain courtesy the younger woman's painful nipple pinching and twisting. Paris chuckled as she tightened her choke hold putting more pressure on Marg's throat.

"My…my, you must be getting hot and horny. This is hard as a rock!" Paris giggled as she tugged at her snarling captive's thick nipple.

"Here, why don't you cool her off with this?" a lusty feminine voice asked. Paris looked up and smiled as a tall beautiful woman reached out with a caraf of wine.

"Cool! Marg could use a cool down," Paris said as she suddenly released her holds and reached for the caraf with both hands. The blonde was already picturing a drenched sorry looking redhead pleading for mercy. "This is gonna be so much fun, Marg hone…"

"Unnnnhhhhhhh..." The surprised, stunned blonde screamed as a major explosion beneath her sent her flying upwards and sideways. With a crash she slammed hard into a chair. The wine caraf had went flying, sending cool sweet stickiness everywhere before shattering on the floor.

"Now it's my turn. And you're gonna pay big time, you smartass little twit!" Marg snarled as she rocketed to her feet, leaped for her downed rival and buried her fingers deep into the luscious blonde hair.

"Uhhhhhh. Noooooo. Please. Help!" Paris screamed as her scalp seemed to burst into spontaneous flames. She felt herself jerked to her feet and the vicious backhand seemed to blister her pretty face. As she fell backwards into a table she saw a blaze of motion coming hard and fast.

"Now the lucky folks get to compare!" Marg hissed as she grabbed both sides of Paris' gown and pulled hard. "Damn!" Marg snarled, realizing the fabric was not quickly yielding to her fingers.

A hard upward thrust knee slammed into the young blonde's crotch. An agonizing, breath stealing thud, an even harder yank on the gown and then it happened.

Rippppp… "Nooooooo...Aieeeeee!" Paris screamed as her gown gave way and her perky breasts bounced free.

"Nice tits! Small, but nice.." Marg chuckled as she treated the two firm mounds to a stinging SLAP, SLAP forehand, then backhand, WHAP, WHAP! As the topless screaming blonde reeled back gingerly cupping her wounded treasures, the older redhead zipped in and gave her three more….SLAP, SLAP, SLAP that snapped Paris' head back! Then Marg grabbed Paris' hair and dragged her kicking and resisting over to the elegant mahogany bar.

"Ouch. Leggo my hair. Please, somebody HELLLLP…. please."

Thunk! Thunk! Thunk! The erotic sight of the older redhead slamming the snippy topless blonde's head on the bar brought a hearty round of applause. Marg paid no attention to her own torn dress or bare breast as she gave her rival's head a good thumping, calling her every name she could think of in the process. Paris groaned with each thump as she used one hand to hold her slumping gown around her waist while her other hand futilely tried to push herself away from the bar.

"Now we'll see who strips WHO, you rich, spoiled little brat!" Marg snarled as she jerked Paris fully upright by the hair as her free hand went for the gown. "Wha….Arggggh!" Marg grunted in surprise, losing her grip on Paris as a glass of ice cold liquid was flung into her eyes causing a harsh burning and temporary blindness.

"Take THAT you old bitch!" Paris hissed as she tossed the empty drink glass behind the bar, grinning at the peeved customer who'd had his drink snatched from his hand which was now causing the groaning redhead vision problems. Wham! Paris slugged Marg hard in the face, then drove her knee to the redhead's groin, returning her earlier shot!. Marg moaned as she staggered, her ears filling with the sickening sound of her own dress being ripped open followed by the sensation of cool air on her hot flesh. Another knee to the pubic mound dropped the gasping redhead to her knees. "Nice bra. Nice boobs. Hey, did I offer my complements earlier, Marg hon?" Paris asked with all the sarcasm she could muster as she reached down and gave Marg's beautiful full exposed breast a tight squeeze.

Then Paris grabbed a fistful of red hair, jerked Marg's head upright and held it steady as she raised her leg and pounded her knee up into the underside of Marg's bra clad breast, propelling the pleasure mound up and out of its supporting cup.

"Now they look more like matching twins," Paris chirped as she continued to grind her knee on both exposed breasts. "Had enough?" she asked, not expecting any answer other than the agonized groan she received. Marg blinked her eyes hard as she tried to clear her vision and rid herself of the lingering stinging sensation. "Get up! I'm not done having fun!" Paris rasped as she grabbed Marg's loose and now useless bra and tore it clean off, then tossed it to the patron who's drink she'd taken.

"Yeah! strip her!" someone shouted as Paris jerked Marg up by the hair and began to greedily rip into her dress.

SMACK! "YIEEEE!" Paris yelped when Marg straightened up and gave her a sudden slap!

CRACK! "Unnnnnnnnnn…" The blonde returned the favor with interest, ignoring Marg's fingers pulling and tugging at her gown. As the silky fabric slid down over the blonde's hips and ass, then fluttered down her legs to the floor, Paris unleashed a sharp punch to Marg's chin that rocked the older redhead back.

"I don't mind, you old bitch! I have VERY beautiful legs…much better'n YOURS!"

"Unggggggh…" Marg groaned as Paris delivered a blistering backhand and fired a punch to her solar plexus.

The younger blonde was mad as hell and couldn't wait to wrap her gorgeous long legs around the older redhead's waist. The enthralled spectators seemed stunned as their eyes took in the erotic sight; Paris in the sexiest, sheerest, nude color pantyhose one could imagine seemed to be enjoying a quick turnaround in the mixed arena of luck and skill. Marg screamed as her face, breasts, stomach and ribs were all hit with a volley of well-placed punches and slaps.

"Strip her blondie! Fuckin' strip her!" someone shouted and Paris zipped in, fired a solid punch to each of Marg's firm breasts hitting the thick erect nipples dead center. Marg gasped in agony and the young blonde quickly ripped her shredded dress the rest of the way off, leaving the stunned redhead clad in just black silk French cut panties, garters and sheer dark nylons.

"Aren't you hot lookin' tonight, bitch?" Paris snarled as she grabbed a handful of Marg's disheveled red hair and jerked down as she raised her knee up hard and fast…THWOK…making painful 'knee on chin' contact! Marg groaned, then her beautiful eyes rolled back. She offered little resistance as Paris took her to the floor and clamped on a perfect leg scissors.

"Man, that little blonde hottie can fight, huh?" an inebriated spectator exclaimed as Paris' beautiful thin long legs wrapped tight around the busty redhead, her ankles locked and she started to constrict like a python.

"Squeeze her breathless."


"Grab those big boobs, hon!"

"Hmmmmm. Mister lusch man gave me three orders. Which shall I do first Marg dear?" Paris chirped as she tightened her legs and listened to the dazed redhead gasp for air. Paris couldn't believe the round of luck she was having. She figured deep down that she didn't have much of a chance. But this was sooooo cool. "Gonna squeeze you breathless. That's a given. Unnnhhhhhh!" Paris concluded her comments with a grunt as her long lithe body strained, her leg muscles bulged as she delivered a most painful and breathtaking assault on her captured rival. "And these boobs. These marvelous boobs. Are they all natural?" Paris giggled as her beautiful eyes took on a bit of a lustful admiring look as she reached out and cupped Marg's luscious twin treasures.

The long hungry fingers squeezed the full firm pleasure mounds, the nails sunk in deep for a brief moment, then quickly captured the stiff nipples, tweaked, pulled and rolled them between index finger and thumb bringing them to their ultimate length, hardness and sensitivity. The older redhead groaned half in pain, half in pleasure as her lovely body struggled impotently against the younger woman's long strong legs and her hands tugged weakly at Paris' wrists.

"Arggghhh!" Marg groaned loudly as her beautiful face contorted in a most agonizing grimace. Her hands flailed, her entire body did a writhe as her young captor slowly crushed her rock hard nipples.

"Whoops, sorry, how careless and thoughtless of me!" Paris snipped as she struggled to keep Marg under control. She released her captive's throbbing nipples, reached down and cupped her chin. With a sneering snicker she jerked the lovely head back. As Marg groaned, Paris tightened her legs to the max, giving the older beauty a bit of extra pain to enjoy. "C'mon, arch that back lady; stick 'em out a litttttttle bit further! Let's give 'em a really good show, OK you old broad? Maybe they'd like to see more than just your big boobs?" Paris cackled as she shifted her position, once again cupping her rival's big breasts as she hooked her long legs inside Marg's and pulled out. Marg grunted as she felt her legs jerked apart and her breasts being milked and mauled. She felt the younger woman's hot breath and winced at the dirty nasty things the blonde whispered in her ear, taunting and teasing her. "Gonna work you over good. Then strip you slowly before I punch your lights out - with your permission of course!" Paris hissed sarcastically as she caught a nipple between her nails.

The crowd was going wild as they enjoyed every second of watching the groaning writhing redhead quite unwillingly show everything possible, her long strong legs spread wide.

"C'mon blondie, do a little bit more strippin' and a little less talkin'!" someone said, expressing their innermost wish.

In the struggle one of Marg's garters had come unfastened and her black scanties were slowly shifting. Shifting way to slowly according to most observers, truth be told. Desperation overtaking her, Marg clawed frantically at the sheer pantyhose that covered the younger woman's steel like legs.

"OUCH! Hey, stop that!" Paris yelled as Marg's hard sharp nails created long rips and runners in the sheer fabric. As the tan firm leg muscles became exposed instant red welts appeared. Adrenaline, anger, determination and pure catfight rage seemed to cancel out any and all pain both furious beautiful women were feeling. "Hey Red, let's show 'em whatcha got!," Paris suddenly shouted as her hand instantly released a breast and zipped downward. Long arms mean great advantage.

"Noooooo. Don't you dare…Aieeeeee." RIIIIIIIIpppppp... Marg's face turned beet red as she felt fingers ripping the sheer triangular fabric down, then upward, then down again, then sideways! Hungry eyes tried to take in the erotic sight that was completely exposed but for a moment before a blood-curdling shriek rent the air as Paris went for a newly revealed target; her fingers pulling, twirling, yanking.

"Redheads are so much fun to bald; a bit less work, if you get my drift," a tall busty blonde noted as she cocked her head to get a better view and tapped a nearby redhead on the shoulder.

The redhead turned around, flashed an angry look at the blonde and said with an icy whisper, "But blondes have softer, silkier 'silk' and are like totally fun to bald!"

Quick as a flash the two women's male companions stepped between them trying to avert a major confrontation during which both babes appeared ready and willing to prove their respective points-of-view. The look on both males faces seemed to be one of frazzled frustrated conflict. Shit, everyone knew their dilemma; watch one good fight or break one's concentration and try to watch a "two-ring circus."

Thud! "Uhhhhhhhh…Yeowwwwchh…." Paris grunted as her head snapped back and her beautiful eyes rolled; a scream followed instantly as Marg followed her highly desperate backward head butt by digging two painful deep furrows down the younger woman's tender inner thighs.

Sinking her nails deep into the young blonde's leg muscles, Marg cut loose with an angry savage yell that sent chills down her dazed rival's spine. Marg's entire body seemed to switch from survival to escape and attack mode as she jerked the two long legs that held her apart and broke free. Another groan escaped through Paris' sexy perfectly puckered lips as a hard elbow slammed into her right breast courtesy her escaping prey.

"Darn, she's gettin' away!" a flustered observer exclaimed.

"Yeah, but she ain't runnin'!" another noted as Marg leaped to her feet, spun around, reached down and buried her fingers deep in Paris' long silky blonde hair.

"Now get your ass up, this one's on me, blondie!" Marg snickered as she yanked the blonde off balance, grabbed a drink out of bystander's hand and threw it in Paris's face. Paris grunted as her vision was blurred, then she shrieked as a blistering backhand sent her reeling backward. "My, my; how those perky little titties bounce!" Marg noted with a wry smile as she tossed the empty glass aside, stepped in and grabbed the blonde by her breasts; squeezing the firm mounds tenaciously as she slowly marched Paris back against a nearby wall.

"Nice! Perfectly rounded, firm, maybe even rock hard," the older redhead noted with a smirk although it wasn't clear if the "rock hard" reference was about her rival's breasts or the long stiff nipples she held firmly pinched in her angry fingers.


"Leggo uh my tits you old bitch!" Paris groaned as Marg twisted the young blonde's nipples viciously.

"Okie-dokie!" Marg snickered as she fired her knee upwards and slammed it into Paris's crotch. The redhead released the two rock-hard nubs after a final farewell pinch and reached for the blonde's lovely vulnerable throat. Digging her fingers in she watched two beautiful eyes widen and heard the angry gasps. "Like this better sweet stuff?" Marg rasped, her voice low, throaty, lusty as she pressed her knee into the squirming younger woman's pubic mound. "Gonna take you down now, for good," Marg continued as she dropped her leg and with a hard jerk, pulled Paris away from the wall, spun her around courtesy a blistering backhand and with a mighty heave ho sent her sprawling.

"Yiaieeee," Paris yelled as she landed hard, got on her hands and knees and began crawling away. Marg rushed in and grabbed the fleeing blonde's foot.

"Oh no you don't. You're not gettin' away my little spoiled princess," Marg laughed as she pulled the screaming blonde beauty backwards courtesy that long beautiful perfect leg.

"Help me, somebody, anybody, help please."

"Anybody tries to interfere…or help…they mess with me," a loud voice boomed. Everyone hazarded a quick look away from the exciting female on female action to see a huge muscle-bound bouncer appear out of nowhere.

"Yeah, squirm honey. Squirm, wiggle, whine," Marg chuckled as she dropped down, twisted the captured leg and lifted the lovely foot towards her face.

"Yeoooww," Paris yelped as Marg bit her toes. To the crowd's sheer delight the older redhead began alternating between pain and Pleasure with a captial "P" biting the younger blonde's toes, then tickling her foot. Paris screamed, laughed hysterically, then screamed again, her long arms flailed wildly.

"Stop squirming. Stop fighting. You're wearing me out," Marg quipped nonchalantly after several fun filled moments of the torture.

"Stop. Stop it, pleaseeeeee," Paris pleaded as she began to swat at Marg's hands. Marg twisted her leg and foot hard, then began to ran her fingers up and down the beautiful captured leg. She shredded the already torn pantyhose into nothingness and licked her lips sensuously as she slowly felt the leg all the way up to the firm thigh.

"All this work is making me a bit hungry," Marg noted as she stared into Paris's tearful, fearful eyes and then noted the crowd's happy entranced look. Winking at the bouncer, Marg snickered as she suddenly began to nibble and nip at her captive's toes, then went slowly up the leg both nipping, kissing and adding a few "gestures" that most thought were quite creative.

"Argggggh. Noooooo. Stop it pleaseeeee," Paris gasped, her voice a puzzling mixture of anger, rage, embarrassment and lustful heat. Several noted the younger woman's increasingly flushed face, her stiffening nipples, and her quivering lips. All noted her squirms and pleading.

"Yeah get her. Teach the little brat a lesson." The beautiful red-haired observer had moved a bit closer and was cheering Marg on. A loud "A-hem," clearing of the throat and a stern look from the bouncer put any ideas of interference or helping the older woman secure a victory on hold and the redhead took a step back, grinning at the bouncer who nodded with satisfaction.

"Noooooo. Don't you dare, you old bat," Paris screamed suddenly. It seems Marg had worked her way up-a bit too far up. With a burst of energy fueled by pure embarrassed rage, Paris jerked her leg out of Marg's grip, shifted her body, and quickly maneuvered her long legs into position for another nasty leg scissors.

'Think; move fast or you're history,' Marg thought, amazed at the younger woman's surprise move and the fact that she had any energy left.

As she felt the long legs move into position, Marg dug her nails deep into Paris's upper thigh and a loud scream signaled that she'd found the target! "Take this sweetie," Marg sneered as her free hand morphed into a tight fist and she fired the punch hard and fast.

"Uhhhhharghumppph." Three pain filled groans melted into one as the young blonde's legs flew open and her groin exploded into sheer feminine agony.

"It's called a pussy punch. And that one was exquisite," the redheaded observer noted as she stuck her tongue out at her perceived blonde rival who was now being constrained by her male companion. The big bouncer fired off two more determined silent commands.

"Get up. Let's have one last dance, okay you blonde ditz?" Marg asked with an air of confidence and annoyance as she buried her fingers in silky blonde hair, jumped up and jerked Paris fully upright.

"Uhhhhhmpph," Paris moaned as her scalp exploded in fire. Her entire lower body and legs felt numb and the room seemed to be spinning. The tickling had exhausted her and the strange but quite welcome tingling sensation from the lovely leg "dance" had added to the dizzy feelings she experienced.

Whap! Whap! Whap! Three staccato like solid stinging slaps added to the beautiful blonde's consternation. Marg chuckled as each blow connected with that lovely face. The redhead latched onto an erect nipple and grabbed a handful of blonde hair and pulled Paris over towards a table. The two diners had long abandoned their spot and were now part of the cheering crowd.

"Just love to take pretty little blonde tarts down," Marg said as she wrestled Paris backwards onto the table. The blonde squirmed and struggled albeit it quite weakly. The two beautiful long legs kicked desperately as they hung over the table's edge. Plates, silverware and table decorations flew every which way as the blonde struggled to fend off her determined rival.

"Nuuh…uhhhhh," Paris groaned as she felt her legs spread apart as Marg pushed forward. Another protest passed perfect pouty lips as the poor little rich girl felt the older woman's fingers slide downward to a place they were not welcome. "Please stop. Not my pussss….EEEEEK," the blonde screamed.

"Gosh it's gettin' hot in here," Marg chirped as her eyes noted the only thing remaining on the table. She smiled and reached.

"Oucccch. Brrrrrrrr. That's collllddd," Paris protested.

"Oh hush. You should appreciate fine wine," Marg chuckled as she drizzled the sticky wet liquid over her squirming, wincing captive's lovely chest, neck and face.

Paris felt a bit of relief as the older woman switched position and moved her hand out of forbidden territory. Her muscles tensed, she grabbed a handful of red hair and tried to throw Marg off.

WHAM! The punch brought forth an instant multitude of brightly colored stars. Marg had rewarded her insolence with an instant punch to the jaw.

"You're not goin' anywhere-at least not soon," Marg hissed.

"Well, on second thought, you're not goin' to leave this room, in a physical way," Marg giggled. Paris felt nervous, puzzled.

"Oooooooh. Uhhhhhhh," the young blonde moaned as she felt her left breast explode. In a special kind of way. The older redhead's tongue found the wine's sweetness to be almost as sweet as it's unconventional "container." Paris gasped as the hungry tongue teased the stiffening nipple, then the hungry mouth almost engulf her entire breast.

"Oh my, anybody bring a camera?" someone asked in a voice that sent a chuckle to many enthralled observer's faces.
"Stop it. Please. Ummmmmm. Nooooooo. Stop. Uhhhhhh. Ooooooh," Paris moaned as Marg followed the wine's sweet sticky trail. Each drop was enjoyed as each centimeter of warm firm flesh was relished as well.

"You're right Paris dear. You do have the best legs. But the rest of you-well," Marg continued her verbal complement with nonverbal enunciation as she kissed, sucked, teased and nipped at Paris's swelling breasts, stiff nipples and entire upper body, throat and neck.

"Uhhhhhh. Stop it. No more," Paris demanded, her raspy throaty voice, betraying her contradictory feelings.

"All right. That's enough. That's it!" Marg suddenly snapped, breaking up her fun with treating Paris to two hard slaps to each breast.

"Ouch. Owieeee," Paris yelped as she winced from each slap, then yelped as the redhead's strong fingers suddenly grabbed each firm mound at the base. Squeezing the peach sized breasts hard, Marg flicked each rock hard sensitive nipple before giving the nub a painful nip. Two beautiful brown eyes rolled as once again Paris felt her scalp explode in fire.

"Stand up honey. One last dance OK?" Marg chirped as she snapped a light punch to Paris's chin. "If I remember rightly, we discussed both legs and boobs. My legs are fantastic. Your legs are great, but in the boob department ain't no contest," She laughed as she grabbed her rival by the hair and jerked Paris down as she pulled her face up against her beautiful large left breast.

"Nooooo. Mumppppffh..." Marg smiled as she pressed the lovely face into her chest. Paris swung her arms wildly as Marg held her tight.

"Ohhhhh. So sorry. Need a little air, princess?" Marg chuckled as she suddenly jerked her rival's head up and heard Paris suck precious air. "Here. Take this!….Oooooooh, it's soooo cold," Marg snickered imitating her young rival's earlier protests as she drizzled cold champagne over her own full breasts, courtesy the interfering bouncer. "Nooooow. Admire my breasts-up close and personal!" Marg ordered as she pulled Paris forward. The blonde stuck out her tongue and began to tease the nipple. The older redhead groaned, then gasped as Paris seemed to know exactly what to do. "Hmmmmpph. Take this blondie," Marg snarled suddenly as she pulled Paris in deep. Paris groaned. Her arms flailed. Her lovely legs buckled. "I win sweetie," Marg chuckled as her defeated rival went down…and out.

"Nooooooo. I'm gonna kill you, NOW!"

The bouncer jumped out of the way as a redhead and blonde lunged at each other, talons bared…the night was young!