Swallow Your Pride!

"Sorry what was that? I couldn't hear you over the sound of me SITTING ON YOUR FACE!!" Kelly yelled before she violently shook her ass on Lilly's face to shake her head around within the tight facesit, nestling her sweat pants covered cheeks between the cheerleader's nose and flexed her tush while Kelly would reach down and grab at Kelly's hair and yank up like she were riding a horse.

"Aww... You okay, hun? You were confident a minute ago. I don't even have a big ass but this skinny little girl's got you all beat now dont I? Why dont you just submit like a good little cheerleader and i'll let you go..." Kelly would taunt arrogantly down at her foe before she shook her bum again.

The nerve! The fucking nerve of Kelly! It was bad enough that she was doing this to her, but now she had to... rub it in her face, for lack of better words! Kelly let out another scream as she tried and tried to get free. But Kelly stepped it up, grabbing her hair and yanking as she shook her scrawny ass in the cheerleader's face.

"GEEEHHH OHMMMPPP!" Lilly screamed, now almost completely out of breath. There was no way in hell she was going to just surrender to Kelly. She'd sooner pass out than surrender. But this was just... awful! Yet somehow, some way, she was still turned on. it was probably because she knew she'd do this if she had a chance to as well...

"Sorry what was that? Couldn't hear you over my butt kicking YOUR ASS! HAHAHA!" Kelly cackled as she rubbed her tush side to side with Lilly underneath her, like she was trying to sweep the floor with the back of Lilly's head.

"Now while I know I'm doing really good, if YOU can't get out of this then you're screwed! Mercy Wrenn has an ass! Any girl with a rump in AFW always uses it! And if you can't escape a simple facesit, you won't JUST be able to NOT beat Mercy, but the rest of the Friction Roster!!" Kelly declared, part of her naturally putting Lilly down to make herself look good, but also trying to warn the girl and encourage her to keep fighting!

Lilly was starting to feel light head from the sudden face sit from Kelly. And try as she might, she couldn't get Kelly's shapely rump off of her! It was all she had to just try and keep struggling for a chance to breathe. But Kelly had to just keep adding to the frustration and the humiliation by telling her that id she couldn't escape even this, then Mercy wouldn't have a problem beating her.

She hated that Kelly was right. If she couldn't get Kelly off of her, then there was nothing stopping Mercy from taking the same advantage. How much training did you need to maintain your balance on someone's face? So Lily would have to improvise. She couldn't shake her no matter how hard she tried. So, without thinking twice, she tried to pinch Kelly's legs through her pants, while at the same time twist her body back and forth in an attempt to get free and get some much needed air.

Kelly... Didn't have much room to talk either. She had lost her Entropy Title to Lady Lakota IN a face-sit match! And while Kelly wasn't going to remind anyone of that particular loss, especially the girl she was trying to help out. Hopefully Lilly would not have to suffer the same suckish fate as she did.

And while part of Kelly DID want Lilly to escape, another part of her was very comfy sitting on this girl's face and putting her on the edge of unconsciousness with firm pressure and a nice pleasurable wiggle to keep her so docile! But Lilly hung on, clearly motivated to act as she gave Kelly's legs a hospitalizing pinch.

"O-Ow! What the fuck!" Kelly growled, that actually really, really hurt! And followed by that was Lilly shaking left and right, twisting about and shaking Kelly up as she struggled to remain on the girl. "N-Ngh." She grunted as she tried to hang on before the momentum finally added up and Kelly was toppled to the side.

"Ah!" She gasped, her hair splayed out around her as she panted heavily with a deeply reddened face, boy that had felt good for a while.

Struggling as she was, Lilly was using whatever breath she had left, trying her best to try and finally shake Kelly. Thankfully, pinching her was distraction enough, and with one last roll to the side, the cheerleader threw her tutor off of her. Lilly laid sprawled out on the mat, trying to catch her breath after the struggle she had. Kelly may be a bitch, but at least she was good at motivating her... kind of...

"Fu... fuck... you, bitch," Lilly spat between sucking in gulps of much needed breath. She didn't know how she was gonna do it though. If this happened in a match, she'd be in deep shit. She may have managed to shake Kelly, but she was so beat fro trying to do so, not to mention the lack of breath, there would be no way she would be able to fight back right away. She'd have to be wary of Mercy if she tried to do something like his to her.

Kelly sat up and looked over at Lilly who was gasping for breath as she laid on the canvas, clearly out of it after the long facesit had clearly drained the fight out of her. "Ha! This mean you're done?" Kelly gloated as she crawled over to Lilly, reaching under the girl's skirt to try and pull off her panties.

"Sorry...What was that?" Kelly asked with a sly grin as she tried to remove the girl's undergarments.

Lilly managed to scoff at her mentor as she laid there, breathless. She may be a little winded after Kelly's sudden and honestly unfair face sit, but she was far from done. Lilly wasn't going to lose to something like that, that was for sure. Especially not to Mercy. No way in hell.

Lilly was only vaguely paying Kelly any mind. She only cared about taking this time to get her breath back. So Kelly's approach went largely unnoticed. That was until the blonde perv reached under her skirt and grabbed her panties! "What the fuck?!" she cried, both hands shooting immediately to the sides of her white undies, trying to prevent Kelly from taking them. "Where do you get off?!"

Humming casually as Kelly pulled at Lilly's panties, Kelly thought nothing of her partner's protests as she got a hold of her... White panties! White!

"White!?" Kelly exclaimed. "Aww.... Aren't we vanilla?" Kelly chided confidently. "You're not exactly the pure type. I struck you as either black or pink. Not that Color is a big deal really but it can say a lot you know..." Kelly went on as she looked at Lilly in a devilish manner, twirling the girl's panties around her finger, starting to wonder why she ended up Gay in the first place. But as she looked at Lilly's body, she found herself not complaining either, despite still feeling sexually confused and conflicted.

"You're so angry too! It's like you've never had sex before! Hahaha!" Mocked the red-clad blonde.

Lilly tried to keep Kelly from getting a real grip on her undies, but the blonde teacher of hers just wouldn't have it. She persisted, and eventually, she managed to slip the white unmentionables from beneath her skirt. Lilly, despite how little she cared of how much people saw, quickly pulled her skirt down o cover herself. Not because she was embarrassed, but because she didn't want Kelly to just take her panties, and get away with getting a free peek.

Lilly cast yet another glare to Kelly. She seemed to be giving her a lot of those. "I happen to like white," Lilly snapped back. "Only Goddesses can wear white and look as sexy as I do. I can wear anything and be sexy. But white is fitting to someone who's beauty best even the most beautiful deities." She was sure she sounded conceited to Kelly. But Lilly saw herself as true beauty. She was damn proud of her looks in every way. She wasn't ashamed of a damn thing. Why shouldn't she see her own body as better than a Goddess?