They've just finished filming the latest series of Tae Bo promotional ads. Shannon has been with the program since it started. Success has brought a new ad agency into the mix. They've run their focus groups and have determined that their product is ready for an 'A' list celeb, not an aging 'B' movie actress. They've brought in Elle MacPherson. Billy, loyal to his original team, insists that Shannon participate as well. While the filming was successful in the end, Elle's temper flared often as the camera continually panned over to Shannon during the filming. Harsh words are exchanged, some pushing and shoving.

Elle moves from the door to the mat. She stands tall, moves like a cat with quick, graceful strides that barely break the surface of the thin blue mat. Still thirty-something, her tan, lean body glistens with energy and confidence. A thin black job bra shows more than it hides. Shannon, on the wrong side of forty, stands planted in the center of the mat, watching. Her white job bra and spandex shorts, wet with the efforts of an all out workout session, display a thicker, more muscular frame.

The mats in place, Shannon glowers at Elle. Grim determination marks her face. Elle looks more annoyed than threatened. The brunette circles, staying just out of range. The blonde turns slowly, deliberately. An icy stare tracks her rival's motion. With the advantage of a longer reach, a quick hand flicks out-- and connects. Elle flicks another, almost casual slap at the blonde's face. She studies her adversary. The brunette quickens her step as she circles. She's almost behind Tweed.

"Fat ass," spits Elle.

Her hand lashes out. She slashes her fingernails into the blonde's butt. Shannon spins around, but the brunette has already moved away, leaving only her fingerprints behind.

Shannon's eyes narrow, she rubs her butt as she tracks her circling target. Elle moves closer, feigns a kick at Shannon's head. The blonde slips out of the way, her head low. Elle lashes out with her left hand, claws out. Her hand slips over the blonde's rising guard, her fingers rake across the blonde's cheek. Elle moves away, circling. Shannon strokes the angry welts on her face.

"You've got thighs the size of tree trunks," taunts Elle. Shannon blocks Elle's next kick but she's off balance and misses with a hastily thrown punch.

Elle reaches a clawed right hand high, feigning a strike. Her left hand lashes out to backhand Tweed across the mouth. Shannon grasps at the air as MacPherson's quick hands pull away. Elle turns up the heat. She drives a fist into the blonde's ribs, chops her across the back of the neck and kicks her in the belly as she reels. Shannon stumbles forward but quickly recovers. Twice more, Elle connects with a fist to the blonde's ribs and follows up with a judo chop to her neck. Is Shannon hurt? Elle plants her feet and rockets a punch in the blonde's gut. Shannon grunts, but catches the brunette's wrist and jerks her in close.

"Damn," think's Elle, "she's strong as an ox."

Elle jams the palm of her free hand into Shannon's chin and pulls free from the jolted blonde's grasp. She circles, rubbing her wrist. Tweed spins and throws a kick that slams into Elle's ribs, nearly knocking her off her feet. Elle circles again, fists clenched. Shannon shifts her weight to her left foot and readies her right for another kick. Elle charges. They collide. Struggling for a moment, the taller Elle has better position. She wraps her left arm tight around Shannon's neck. Clamping on a headlock, she jerks down and wrenches Tweeds neck. Shannon shoves her hip into the brunette, slips her right arm over Elle's left.

Forcing herself upright as Elle tries to bend her forward, Shannon secures her own headlock. Two iron wills engage. A brief but intense struggle follows. Elle looses her hold as Shannon forces the brunette to her knees. Elle rakes her fingernails down the back of Shannon's left thigh. Yanking her head free, Elle drives her fist into Shannon's belly. Shannon shutters. Elle grabs the blonde by both arms and throws her to the mat. Elle leaps on top of Shannon, dropping a knee into the blonde's belly. Tweed grabs hold of Elle. They roll across the mat.

Elle throws Shannon over, throws a leg over her waist and tries to drag her backward, in a scissors. Tweed quickly twists around, clenches her fist and pops Elle in the jaw with a short, powerful right. Elle falls to her back, momentarily stunned, as Shannon straddles her. Recovering, Elle twists and bucks, rolling to her side, but Shannon clamps her thighs tight around Elle's torso, grabs a handful of hair and ploughs her right fist repeatedly into the side of Elle's face and head. Tweed yanks Elle flat on her back as she continues to pound on her. Elle manages to pull her arms up to cover her face, but Tweed just hammers on both of her arms mercilessly. The brunette uses her long, strong legs to push her body off the mat and finally break Shannon's scissors.

Tweed stands, steps a half step away from the panting MacPherson. Shannon draws back her right leg and proceeds to kick and stomp on Elle's belly and ribs. Elle tries to roll out of range but Tweed's foot slams into her gut. The brunette rolls onto her belly as Shannon continues her all out assault. Elle pushes up on all fours, grimacing through a thunder of kicks. Her ribs are ready to cave as she finally makes it back to her feet. Elle spreads her legs wide, clenches her fists and waits for Shannon's onslaught. The tall brunette stops Shannon's advance with a go-for-broke straight-arm that wallops into Shannon's chin. Tweed's head snaps back. She staggers backwards, shaking her head.

Elle uses the moment to shake out her own cobwebs. With a snarl on her face, the blonde charges. She comes in low with a huge left to Elle's belly and follows it with a jolting uppercut to the brunette's chin. Elle reels backwards. Shannon follows. At close range, the blonde's fist slams hard in the brunette's belly. Elle rakes her fingers down Shannon's face. Her right leg slams into Shannon's left thigh. She throws a headlock on the blonde and throws her to the mat. Both women are on their knees.

Elle cranks hard on Shannon's neck but Tweed twists around violently, slams her hips into Elle. As the off-balance brunette lists to her left, Elle plants her left hand on the mat to steady herself. She can't hold Shannon with one arm. The dangerous blonde jerks free, hauls back her right fist and rapid fire pumps it hard into Elle's chest. Her left boob feels like it will explode if the assault continues. Cursing, the brunette lunges forward and wraps her arms around Shannon's torso. Her body rams into the blonde, they tumble over. Elle lands on top and quickly slams her elbow down across Shannon's neck. The brunette scrambles to her feet and kicks the kneeling blonde in the belly.

Before Shannon can react, Elle grabs her by the hair and slams her knee into Shannon's head. Tweed falls to her back. Elle leaps across her chest, flattening Tweed with the full weight of her body. Her knees trap Tweed's right arm on the mat. Elle grabs Shannon's left arm and pins it to the mat as she forces her body down on Shannon's chest. With the blonde momentarily secured, Elle draws back her right arm and drives a fist into Shannon's gut. Tweed kicks her legs, twists and bucks. Elle struggles to maintain her position, but she can't hold the blonde. She draws herself up to her knees as Shannon twists around to her side.

The supermodel pokes her fingers in Shannon's eyes, grabs a handful of Tweed's hair and jerks Shannon onto her belly. Elle lifts up and drives her right knee into the back of Tweed's neck. Shannon's body convulses and collapses, flat on the mat. Elle stands and drops with both knees landing in the center of Shannon's back. Tweed screams, rolls to her side holding her back. Elle is quickly back on her feet. She drops one knee into Shannon's rib. Standing, she delivers a series of kicks the blonde's belly and boobs, driving her onto her back. Elle drops a knee into Shannon's belly, then kneels on Tweed's right side. Clamping her fingers together, Elle slams a series of ax handles into Shannon's gut. Shannon tries to roll off to her left but Elle holds her and rolls Shannon onto her right side.

MacPherson slams her knee into Shannon's ribs. Tweed gamely pushes up on all fours as Elle kneels beside her holding her by the hair. As Shannon wobbles, trying to gain her bearings, Elle grabs her nose and twists, smiling as Shannon screams. Elle hair-hauls Shannon to her feet and slams her knee into the blonde's chin as she rises. Tweed lands flat on her back and Elle launches herself, landing hard across Shannon's chest. Kneeling to Tweed's right, Elle pins the blonde's arms on the mat. Taking a moment to glare at Tweed, Elle again drives her knee into Shannon's bruised ribs. Standing, quickly, Elle waits for Shannon to try and stand. The brunette launches a spinning kick, sending the blonde sprawling to the mat. The supermodel walks over to Shannon and kicks her in the back.

"Get up," Elle commands. "Show me how tough you are!"

As Shannon tries to stand, Elle spins and once more sends her sprawling. Elle advances, draws back her right foot to kick and stomp on her easy target until Shannon lies helpless on the mat clutching her gut and chest. Standing over the beat up blonde, Elle bends forward and shreds Shannon's jog bra. Poking and pinching Shannon's tits, Elle taunts her.

"You Playboy tarts all think you're so tough, don't you! You're nothing. Big phony tits are all you have. Time for you to retire, you fat-ass has-been"

Elle steps back to admire her work. Shannon's bruised chest heaves mightily as she gathers her wits. Abruptly, she scrambles to her feet.

"Stay down you dumb-ass slut," taunts Elle. "I won't be so easy on your sorry old ass this time!"

Shannon moves towards Elle clumsily. The brunette waits for a moment then charges, driving her right knee into Tweed's belly. She throws the blonde to the mat, circles behind her and kicks her hard in the ass.

"Now that's a target that's too big to resist," taunts Elle as she kicks Shannon in the ass again and again.

Shannon makes it up to all fours but Elle clobbers her with an elbow smash across her back. Shannon lies on her side in a fog of pain. Elle blasts her ribs with a double knee drop. The brunette shoves her victim onto her belly. Kneeling to Shannon's left, Elle yanks back on the blonde's hair with her left hand as she sinks the fingers of her right hand into Shannon's ample butt, laughing as Shannon squirms. Tweed jerks her head free and twists away. Elle stands up.

Shannon just makes it to her knees as Elle catches up with her. Tweed comes up fast. Her right fist slams into Elle's crotch. Elle drops to her knees, caught off guard and hurt. Shannon scrambles to her feet. Grabbing Elle's hair, Shannon holds her on all fours as she beats her right fist repeatedly into the model's head. Elle's rears up to her knees, but Shannon just jerks her head back, measures and blasts a fist into Elle's ear.

Elle crumbles to the mat, lying on her right side. Shannon drops to her knees beside Elle. Holding her head in place with her left, Tweed's right slaps and jabs at Elle's face and head. Elle glazes over. An enraged Shannon stands, wipes the blood from her nose and stomps down into Elle's belly. Elle rolls over trembling, but forces herself onto her knees. Shannon grabs her by the hair, cocks back her right fist and blasts a punch into Elle's ear.

MacPherson somehow has the presence of mind to wrap her arms around Shannon's waist and tries to pulls her down. Tweed lands on top of Elle. The brunette manages to wrap her legs around the blonde, but her scissors is too low to do much damage. Tweed twists around rolls Elle onto her back. Pinning the brunettes arms to the mat, Shannon grapevines her legs as she presses her chest down hard onto Elle's.

"You're not so tough after all, superbitch, are you," spits Shannon. "I've gonna teach you a lesson you won't forget, shove your bony ass in a box and send you back to where ever the hell it is you came from."

Elle struggles to break free, but Shannon has her immobilized. Exhausted, Elle's body slackens. Shannon slides herself forward and presses her boobs into Elle's face.

"Good night, bitch," jeers Shannon.

Elle can't stand the humiliation, she surges, bucks and twists. Shannon tries to hold Elle down but, but she's moved too high up on the tall model. As they roll across the mat, Elle manages to leap on Shannon's back. She wraps her arms around Tweed's neck, rolls her over and wraps her long, strong legs tight around Shannon's waist. Shannon gasps for every breath. She tries to reach back and claw at Elle's face, but the brunette's choke is too tight. Elle flexes and strains, letting her legs take the fight out of the weary blonde. Shannon is slowly drained and subdued.

Gloating, a fatigued Elle stands, hands on hips, she glares down at Tweed for just a moment. Elle squats down on Shannon's face, grabs both of the blonde's tits and squeezes hard as she mashes her hard butt into Tweed's face to muffle her groans. Elle has her fun, stands up and walks slowly around Tweed. She kicks the beaten blonde in the belly.

"Someone's gonna have a lesson, alright, you fat old bitch! And school's just getting started," Elle threatens.

As she moves in to kick Tweed again, Shannon musters everything she has. The blonde grabs Elle's foot and dumps her to the mat. Both women are on their knees, fists flying. In a furious exchange, Shannon just annihilates Elle. Stronger, her fists land with deadly accuracy. Elle's lip is puffy and her nose bleeding as she drops to her back. Shannon goes to town on her. She stomps Elle's belly and ribs, backs off and waits for Elle to try and get up. The blonde attacks again and again. Shannon straddles Elle's back. Yanking back on Elle's hair, Shannon shifts her weight as she expertly applies a camel clutch, locking her fingers under Elle's chin as she sets her thick, steel thighs.

"I could break your back like a twig, you leather-skinned bitch," Shannon whispers coldly.

Tweed pulls back on Elle's neck. Elle screams like a banshee, her back near breaking. Shannon slackens her hold for a moment.

"It's just the calm before the storm," Shannon warns. "Too bad, looks like a real bad storm's about to hit you."

Shannon inches herself forward, trying to gain better leverage as she pulls back on Elle's chin. Elle's right arm shots back. Her thumb jabs into Shannon's right eye. The blonde lets go of Elle's chin and grabs her eye. Elle pushes up off the mat, as Shannon tumbles off to her back. The blonde quickly makes it to her knees, but the younger Elle is already on her knees directly behind her. Elle slams an ax handle down on the back of Shannon's neck. She wraps arms around Tweed and digs her fingernails into both of Shannon's boobs.

Shannon tries to pull away. They fall to the mat, Elle's fingers dug in. Shannon screams, trying to pull Elle's hands away. Elle grabs Shannon's right hand and bends it back at the wrist. Shifting her body away, Elle plants one foot in Shannon's arm pit and the other on her neck as she yanks back on Tweed's arm. Elle stretches her long body way back as she tries to pull Shannon's arm out of its socket. As Shannon tries to prop herself up off the mat, Elle momentarily raises her right foot and slams it down on Shannon's bruised left tit. Elle works over Shannon's arm for nearly two minutes, stopping only to drive her right foot into Shannon's boob and face.

Elle unleashes a particularly vicious kick that cracks into the side of Shannon's face. She stands with hands on hips and glares contemptuously at her dazed adversary. The brunette bends forward, grabs hold of Shannon's spandex shorts and jerks them roughly down her legs. She kneels beside Tweed, yanks her by the hair and attempts to shove the sweaty shorts into Tweed's mouth.

The blonde will not submit to the humiliation. Surging, she clips Elle in the chest with a huge right hand. Both women are quickly on their feet, fist raised. Elle beats Shannon to the punch and blasts away with both fists on the blonde's belly. She drives Tweed backwards. The blonde falls to her knees. Elle advances. Shannon cocks back her right fist and ploughs it forward, nailing Elle in the gut. As the brunette bends forward clutching her gut, Shannon reaches up with both hands, grabs two hands full of hair and throws Elle down to the mat. Elle hits hard but pushes up on all fours. Shannon, on her knees just in front of Elle, wraps her left hand around Elle's neck and beats her right fist into Elle's back, ribs and gut. Shannon takes a handful of Elle's hair with her left hand, yanks her head up and uncorks a devastating right hand punch to Elle's chin.

Shannon climbs slowly to her feet. Grabbing Elle's ankles, Shannon spreads her legs wide and stomps down on her crotch. Some ten stomps follow and leave Elle crying in agony and rage.

Shannon drops Elle's legs, circles her and reaches down to yank Elle's jog bra up and off. Elle tries to hold on to it, but Tweed yanks hard and digs her heels in. Elle lets go and Shannon ricochets backward and lands on her butt.

Both women scramble to their feet. Elle lets out a shriek as she lunges forward and grabs both of Shannon's boobs. Tweed curses, her boobs are raw from the earlier mauling. She grabs Elle's tits and tries to gain a measure of revenge. Elle digs her fingernails into Shannon's nipples and drives her backward. Shannon changes tactics, her right knee shoots up and thuds into Elle's gut. Elle's hands fall from Shannon's tits and clutch her belly. Shannon drives an uppercut into Elle's chin. MacPherson falls to her knees and Shannon follows her down, throwing a side headlock on the brunette. With Elle secured by her left arm Shannon beats her right fist into Elle's face. Elle tries to twist away. Shannon pops Elle in the head once more then uses the headlock to drag Elle onto her belly. Shannon stands, watching Elle's heaving body. She reaches down and yanks Elle's shorts off. Elle kicks back with her legs and catches Shannon in the belly, knocking her away.

Both women are on their feet. Two heated exchanges, fists, flying have both women gasping for every breath. Shannon tries a headlock, but Elle hip-tosses her to the mat and quickly straddles Shannon's belly. Elle sifts her body up, sitting heavily on Shannon's chest as she pins her arms to the mat. Tweed plants her legs and arches up, lifting her butt off the mat. Elle shifts her weight back, planting her butt on Shannon's belly and forces Tweed back to the mat. Elle grabs both of Shannon's tits. Shannon bucks and flails. Elle shifts weight further back, grabs Shannon's right wrist and pounds her left fist into Tweed's belly.

Shannon reaches up to grab Elle's hair. The supermodel wraps both hands around the blonde's throat. Tweed bucks violently and manages to roll Elle off. Tweed springs to her knees, throws Elle back down to the mat. She beats her fist into Elle's right tit, then straddles her waist. Elle's left hand lashes out and rakes Shannon's tit. Tweed pins the brunette's arms to the mat and plants her left knee on Elle's right arm. Elle struggles, trapped between the blonde's thighs, her chest heaving. Shannon's face twists in an evil smile. She grabs Elle's tits and twists. Elle digs her fingernails into anything part of Shannon's body that she can reach. Tweed plunks her body forward, landing on Elle's chest. She beats her fists against Elle's face. Elle manages to plant her feet and arch up, unseating her tormentor.

On their knees, both women trade belly punches. Shannon wears Elle down, throws her right arm around Elle's neck and traps her in a headlock on her. Bending her head down low, Tweed's left arm beats again into Elle's bruised face. Blood from Elle's nose splatters both women. Shannon lets Elle fall face first to the mat. To her surprise, Elle is back on her knees in a flash. The brunette pokes Shannon in the eyes, then grabs both of her boobs and digs in, forcing Shannon back on her haunches. Shannon's tits are raw, she's frantic to get away.

As Elle begins to drive her to her back, Tweed's right hand juts forward. She claw's at Elle's crotch. The brunette's thong underwear offers no protection. Shannon is back up on her knees and Elle is doubled over on her knees as Shannon has taken control. Shannon pumps her left fist into Elle's head, knocking her onto her back. Shannon grabs her wrists and straddles her waist. Sitting on the supermodel's chest, Shannon wraps her hands around Elle's throat. Shannon shifts her weight, rolls to her side and pulls Elle in between her thighs. Clamping on a scissors, Shannon wraps her hands around Elle's nose and mouth. The tough blonde squeezes her legs as tight as she can, shaking all resistance from Elle's helpless body.

Shannon, nearing exhaustion herself, finally kicks the unconscious Elle away. Shannon stands on shaky legs, bends down to pick up Elle's jog bra. Shoving Elle onto her belly, Shannon uses the bra to tie the model's hands behind her back. Shannon rolls Elle onto her back. She walks calmly to the water cool, pulls down a cup and takes a drink. She refills the cup and walks back to the mat where Elle lies still. Shannon pours the water on Elle's face.

"You don't want to miss the best part, do you?" Shannon jeers.

Facing Elle's feet, Shannon squats down on her bruised face.

"It's pay back time, you vicious bitch," hisses Tweed.

Shannon sinks her fingernails into both of Elle's tits and nestles her butt down hard on the model's face to muffle her cries. Taking her measure of revenge, Shannon finally stands and looks down at her thoroughly beaten foe.

Shannon leaves Elle lying on the mat. She walks back to her locker and returns with a camera.

"I'll just take some of my own publicity shots. I'll send them to the agency and they can use them in the next focus group," Shannon taunts.

Elle lies helpless, hands tied behind her back. She's too beat to move.

Several weeks later, Elle's contact is canceled and Shannon is offered a two year deal at 'A' list wages.

End