Lacey Chabert had just turned 18 and was interested in joining the celebrity-wrestling league. She had only been in few fights in her life so she didn't have much experience and did not want to go up against some of the tough veterans like Pam Anderson or Sharon Stone. A friend of hers suggested challenging Winona Ryder. Although older than Lacey, Winona also had little experience fighting. Being a small woman about 5'4" and only about 108 pounds Winona knew she would make for an easy victim against most women. Still, she thought she could handle the young actress and accepted Lacey's challenge.
Fight night arrived and Winona was waiting in the ring for Lacey.
Winona looked beautiful but somewhat fragile. Her pretty round face was framed by short dark hair and was in sharp contrast to her pale, but perfect blemish free skin. She was wearing a blue bikini with white tights. Lacey came out wearing a black bikini with flesh colored tights. Lacey was about the same height as opponent but had developed into a beautiful, sexy looking young woman. She had impressive breasts (without the benefit of plastic surgery) that were the envy of other actresses and wider hips and rounder bum than the boyish looking Winona. The referee for the night was an odd looking, scrawny young fellow who stood about 5'9"
When the bell rung both women came out fast. They met in the center of the ring and locked arms in a match of strength. Lacey was a little stronger but Winona was determined not to come out in the short end. Lacey was beginning to push Winona back ever so slightly when the older actress put her leg behind Lacey's and tripped her to the mat.
Lacey was up quickly but Winona grabbed her arm and flipped her down to the mat. Lacey got up and was flipped over Winona's shoulder again. Frustrated, Lacey got up then bent her upper body down and charged Winona, her shoulder ramming into Winona's tight stomach and driving her back to the turnbuckle. Lacey gave Winona a quick forearm to the face and whipped her into the opposing turnbuckle. She charged full speed ahead intending to ram her against the turnbuckle but Winona sidestepped out of the way before Lacey made contact with her. Lacey hit the steel-post. It was then easy for Winona to wrap her arms around Lacey's legs and pull her down to the mat in small package for a pin but Lacey was able to kick out. Winona gave the ref a dirty look because she thought the count was slow.
Both girls were back on their feet quickly. Lacey was met with a kick to the stomach and Winona threw her into the ropes and met her with a drop kick when she bounced off. She picked the girl back up and repeated the move. Winona flopped on her opponent and again went for the quick pin. Lacey was winded and was down for a good 5 seconds but the referee was slow to begin the count and Lacey was able to kick out before the three count.
"A little slow there ref," Winona said stating the obvious.
Those extra seconds gave Lacey a chance to get her wind back and when Winona turned to face her after arguing with the ref she was met with a quick kick to her stomach and an uppercut right to the chin knocking her to the ropes. Lacey threw Winona against the ropes on the opposite side and landed her own drop kick on Winona's upper chest. She picked up the lithe brunette and threw her in the ropes again and again threw a drop kick. This time Lacey hit nothing but air as Winona held on to the ropes. Winona turned to the invited crowd and pointed to her head as if saying, "look how smart I am" But once again she let her attention wander from the task at hand.
When she turned around Lacey was right in front of her and again met her with a kick to the mid-section. Lacey threw Winona to the ropes but this time ran towards her. When Winona bounced off she was met with a clothesline. This time Lacey went for the pin and the ref was right there, "1, 2" and half way down to three before Winona kicked out.
"What's going on here? That count was twice as quick as when I had her pinned" Winona complained getting in the ref's face.
Lacey took the opportunity of the distraction to wrap Winona in a small package and once again the actress was barely able to escape the ref's quick count. Lacey got to her feet first and executed a beautiful belly to belly suplex. Then she picked Winona up and applied a front bear hug smashing her larger firmer breasts into Winona's breasts. Winona was frantically pushing back on Lacey's face as she began grunting and gasping for air. Lacey responded by head-butting her.
Lacey made another rookie mistake, though, as she got her face too close to Winona and in desperation Winona poked her thumbs into her eyes breaking the hold. Both fighters took a moment to recover then Lacey charged her foe but Winona aimed a drop kick at Lacey's lower legs knocking her off her feet. She then took Lacey's right leg and snapped it backwards straining her muscles.
While Lacey screamed in pain Winona got behind her and wrapped her legs around Lacey's neck in a scissors hold. Winona was putting the pressure on and Lacey was coughing but she kept struggling vigorously and managed to kick out of the hold. Lacey got up a little slow and Winona was able to force her back into the turnbuckle. The ref demanded a break and Winona responded with a chop across Lacey's chest. Lacey responded in kind and the two exchanged several chops. Winona was stronger than she looked and much more aggressive than Lacey imagined she could be, but Lacey had some power in her chops and Winona did not have the kind of body that could take a lot of abuse. She didn't think she could overpower Lacey and resorted to cheap tactics again and raked Lacey's eyes. As Lacey put her hands up to her eyes, only Winona continued striking blows across her chest causing the teen's skin to turn red.
Soon she had the young actress reeling. She then threw Lacey against the ropes and on the rebound tripped her to the mat. She then grabbed and bent her right leg back while grabbing her hair and pulling backwards. Lacey pounded the mat in frustration. She knew she was stronger than Winona but stupid mistakes and some dirty tactics from her opponent might cost her the match. While this hold weaken Lacey, Winona didn't have the strength to do serious damage so she released the hold and let Lacey struggle to her feet. She got next to the young star interlocked her right leg with Lacey's left leg and put her arm around the front of her neck and snapped her backwards to the mat.
Lacey hit her head hard and was dazed. Winona next went up to the top rope on the turnbuckle and when Lacey got on her feet she jumped feet first hitting Lacey squarely in the face. When Lacey got up she applied an abdominal stretch hold. The upper leg and abdominal muscles of Lacey's were being stretch to the limit. The ref came by to see if Lacey wanted to give up. Lacey started to go limp but would not submit. She struggled to the ropes and the ref demanded the hold be broken. When Winona released the hold Lacey collapsed to the mat and could barely move. Winona took her legs and dragged her in the middle of the ring where Lacey could not reach the ropes to save herself. She then got behind her head and applied a figure-four headlock with her small but strong legs.
She was choking Lacey out.
Lacey flailed her legs trying desperately to connect with her opponent's head but Winona saw it coming and stayed cleared. Lacey scratched at Winona's legs but with tights on that had little effect. Winona clamped on the hold pulling her leg back with her hands to apply maximum pressure. Lacey was coughing and wheezing and in short time her body stopped moving, except for some shuffling of her feet and her arms went limp. The ref came over and lifted Lacey's arm three times and each time it dropped to her side. Reluctantly she asked for the bell. Winona had won the match. Winona got up and took her bows flexing her skinny arms like she was the"IT"girl which seemed to anger the ref.
"Look get out of here. You won. Now leave!" the ref ordered.
Winona did not liked be ordered around and did not appreciate the favoritism the ref show Miss Chabert during the match. She was going to take it out on her now helpless foe. She slapped Lacy awake, picked her up and threw her out of the ring to the floor. Lacey landed hard and was slow to get up. Winona climbed the top rope and patiently waited for Lacey to recover to her feet and then leaped off landing on Lacey as they both fell to the floor. Lacey fell to the hard floor with Winona's weight landing on top of her. Winona then found a table and placed Lacey on top of it. She re-entered the ring and again went to the top rope intending to knock Lacey through the table. As she was climbing the ropes the ref reached for her pulling her back.
"What's your damage?" Winona asked angrily, fed up with this ref.
The ref then said, "Well you are my damage, and I've seen enough. I know Lacey from a movie we made a few years ago and we became friends"
"And what movie would that be? 'Welcome to Freakville'?"
With that the ref took off the fake mustache, the wig and the rest of the uniform as Winona looked on in horror. Soon the ref was left only in a bra and panties. This was no man it was a beautiful woman, and not just any woman.
"No that would be 'Lost In Space'!"
It was none other than Heather Graham!
Heather was out of Winona's league. She was bigger than Winona and fit and trim and much sexier than raven hair actress. She had been in many fights and beaten the likes of Shania Twain. Winona though had the adrenaline flowing and after beating Lacey was ready to take on anybody. To Heather's surprise Winona charged her and drove the top of her head into the pit of Heather's belly before the strawberry blonde could react, forcing her into the turnbuckle. Winona drove knee after knee to Heather's midsection and then between her legs. She added a few knees to her face when Heather doubled over to bring her head back up.
Winona starting to throw chops to Heather's chest and threw a right to her stomach then threw her into the opposite turnbuckle where Heather landed back first. She charged and the dazed Miss Graham could not get out of the way. After a couple more knee lifts to Heather's stomach and crotch and a few more chops across the chest Winona threw Heather into the turnbuckle again and charged full steam. This time Heather got a leg up and Winona ran face first into her foot.
Heather pounced on her. She helped Winona up and threw her into the ropes and met her with a back body flip lifting her high in the air. Winona landed hard on her back and all the air escaped her lungs, but she was right back up with Heather's help and whipped again into the ropes. This time Heather picked her up and body slammed the small woman to the mat. Heather grabbed Winona's hair and was met with an arm between her legs. This caused Heather to break the hold but the blow was weak and just angered her more.
Before Winona could recover Heather kicked her between the legs. Winona grunted as Heather locked her head between her shapely thighs and twisted her arms painfully behind her back. She then drove Winona down to the mat and she landed on her face with Heather's weight pressed on her upper body. Poor Winona lay on her belly, showing few signs of movement. Heather showing no mercy dropped a knee onto the small of her back. She loved the little grunts Winona was making. Next she twisted her arms behind her back.
The overmatched actress could only squirm around but not free herself as tears clouded her eyes. Heather continued twisting Winona's skinny arms for a few minutes more then rearranged her legs so they were on both sides of Winona's head. She then reach under her chin and applied a camel clutch. Winona yet out a shriek as the pain was unbearable but Heather was unrelenting and in minutes Winona was just about out of it, her arms hanging useless on Heather's legs. Heather tired of this hold, got up and stomped on the small woman's back and head a few times bouncing it off the floor as Winona groaned.
Heather then lifted her up, placed her over her shoulders and power-bombed her down to the mat. She followed this up with a power-slam. Heather wanted to teach her a lesson and put Winona's pretty little head between her legs and lifted her up in the air and executed a pile driver. Winona 's body began to spasm violently from the punishment it had been taking. Her upper body finally settled down but her legs continued to twitch as if electrocuted for several more seconds until...
"We can't have that now can we?" Heather asked knowing the pretty brunette could not respond, or even hear her. She then picked her up and again executed a pile driver. This time Winona torso and legs lifted off the ground once and she became still as her body shut down.
"Now for some fun" Heather liked to enjoy her victories. She took off her panties and bra and kneeled down to Winona's body and slapped her a few times to wake her. Winona with eyes barely open began to whimper and tearfully begged for mercy. It was here that Heather explained why she was going to give none.
"You didn't think I forgot about that movie you made a few years ago did you? You remember the one, where you made fun of me? You remember HEATHERS, don't you?"
Of course this was the movie Winona made where several of the dumb girls in high school were named Heather. Heather Graham did not find that amusing one bit. For years people made fun of her just because of that movie. She primarily was here to protect Lacey, but she always wanted to punish Winona since that movie came out and now was her chance.
She sat right on Winona's chest crushing her round tits then slid forward onto her face. She rubbed her moist crotch on Winona's face and began a front facesit. With a growl of erotic energy Heather shoved her pubic mound hard onto Winona's face. She reached down and wound the fingers of both hands into her hair pulling Winona's face hard into her pussy, smashing her nose. Heather was using her face to masturbate on. Heather took off Winona's top and began pinching her small nipples while she roughly rode her victim until she exploded her juices over her crying victim. Then she just sat recovering for a few moments rocking back and forth bathing Winona's face. For the last few minutes of this action Lacey had awaken and watched in amazement of her mentor's domination of Winona.
"What happened? What are you doing here Heather?"
"I disguised myself as the ref. Sorry I couldn't help you during the match. I would have been banned from the league if I interfered during a match. Once the match was over and Winona wanted to continue to fight I stepped in. She became fair game."
"Come on Lacey have some fun"
Heather got off Winona who's hair was a mess - wildly strewn about the floor like a lion's mane. Lacey, her bra now off, lay on top of Winona and placed her ample breasts now wet with sweat, over her face. She held the back of Winona's head as her breasts covered all breathing passages. Winona's small face was completely covered, only her hair was visible as her legs shuffled on the mat and her arms, after attempting to feebly push at Lacey's chest, fell limp to the mat. She was unconscious in minutes.
"You're a natural kid. With those knockers, you can breast smother anyone, even at the beginning of a match when your opponent is fresh. But when your opponent is almost out you should have some fun with the breast smother and humiliate her. Here let me show you what I mean."
Heather slapped Winona's face a couple of times to awaken her, then placed her breasts over Winona's face and applied her own breast smother. She let up just before Winona drifted away.
"Now here's what you do, Lacey. When your victim is not quite out but too helpless to struggle, you humiliate them like this."
Heather lifted Winona's head off the mat, brought her face up to her bosom and began rubbing her victim's face against her big tits. Slowly at first and then with more gusto. She then started humping her face with her breasts covering Winona's breathing passages, but occasionally letting her get some air so she wouldn't pass out. Heather then placed her head back on the floor and continued rubbing her breasts over Winona's face until she finally formed an air-tight seal on her breathing passages and let Winona slip into unconsciousness again.
"All women hate being smothered like this. Especially prissy little bitches like Winona. I think even when they are asleep they know what's happening to them. A breast smother is great but I use it to set up my favorite move. The facesit"
Heather again climbed on top of her unconscious foe and began grinding her sex over Winona's exquisite face. Lacey looked on in envy licking her lips like a hungry dog anticipating a meal, wanting to be where Heather was right now.
"Do you want to try this? What's great about this is it feels good whether your victim is awake or not. Believe me they know what is happening to them."
Lacey was unsure of trying a facesit since she'd never done one before, but the tingling in her loins needed a release. For now she just pleasured herself by taking Winona's foot and rubbing it against her nylon/lycra covered cunt. As Heather grind faster and faster and moaning louder and louder, so too Lacey rubbed Winona's foot harder and harder against herself.
"Come on Lacey don't waste an orgasm on this bitch's foot, take my place."
Heather graciously moved from her seat. Lacey lost her shyness and eagerly replaced Heather and dropped down onto Winona's face in a front facesit. Already sexually worked up, Lacey slid forward onto her prize and couldn't contain herself. She came within minutes on the writhing woman's face.
"Don't worry sweetie, with time you'll be able to control your orgasms better," Heather said encouragingly.
Meanwhile Winona was lying helplessly, making deep, snorkly, slurpy sounds as her nostrils and entire face were covered with cum. Lacey, still angry with Winona's dirty tactics and at being choked out, wanted to do more. Heather was in agreement.
"Go ahead, you know you want to!"
Heather encouraged Lacey to continue her fun, "Slap her around a little so she knows what you are about to do. It's more fun that way."
Winona was gasping and coughing as Lacey got up and reversed her position facing her legs. She still had her tights on which were now soaking wet and clung to her skin. Lacey enjoyed how the wet material felt against her body - all the more pleasurable when pressed against Winona's small head and pointy nose.
"OOOOOHHH! I like this," Lacey told Heather as she began to hump Winona's fine features with more vigor.
Lacey couldn't resist Winona's small, perky nipples and grabbed both between her thumbs and forefingers and squeezed. As Lacey rode her victim, Heather took the opportunity to poke a hole in the crotch of Winona's tights and began fingering her. Both Winona and Lacey were now moaning, but Winona's were muffled while Lacey was losing control, her body began to shudder. At the same time Winona's body began to spasm sporadically from lack of oxygen and being fingered off to her own orgasm.
"Yes, Yes, Oooooo, aaahhhhhh, YESSSSSS" Lacey screamed in sheer ecstasy, while her juices exploded through her tights and drowned out any resistance Winona had left.
Lacey sat a few more minutes rocking side to side on her sleepy opponent panting in a near ecstatic trance. She had never experienced this kind of excitement before and did not want this moment to end.
"Feels good doesn't it Lacey?" Heather asked with a huge smile - knowing this was Lacey's first experience at smothering a victim out while getting off at the same time.
Lacey was exhausted but happy, "You bet! I can't wait to try it again."
"Don't get to cocky. Remember you're new to this, so choose her opponents carefully. You're not quite ready for the Liz Hurley's of the world."
With that both girls took off Winona's tights which Heather offered to Lacey.
"Here you deserve a trophy to remember this by."
They left the ring leaving Miss Ryder lying passed out, coated in girly juice.