Dolly and Jen are roommates and lovers. They are also both hardcore gamers and very competitive. Dolly can needle Jen when she wins, and today, she kicking Jen's ass in a new console game they are playing. Jen gets fed up, and decides to punish Dolly, and she knows exactly what kind of punishment she is going to inflict. Tying Dolly down, Jen attacks her lesbian lover's hot bod with fingers and electric toothbrush, causing Dolly to howl with laughter as she curses her roommate. Jen shows no mercy, tickling the girls, sides, feet, ass, legs and pits. Finally, Jen decides that Dolly has learned her lesson. She sure has, and is going to teach her own lesson to the "master." Tying Jen up, Dolly gives her a merciless tickle revenge on her tummy, sides, tits, ass and feet as Jen begs for mercy. Deciding that it's time to make up, Dolly tells Jen she'll make it up to her. But soon Jen is realizing this is not the make up she was expecting as Dolly toe sucks her to orgasm, causing her to laugh and moan along the way.