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Katelyn's Orgasmic Micro Classmates

Katelyn arrives home from school, squats down to take out her notepad, pencils, etc and places them on a side table. Fuck, she forgot her math book! Since she has a great memory she'll just practice on paper. Last time she did that the teacher didn't mind at all. After walking over to the table to get started she realizes she needs to go zipper her bag and put it on the couch where the kitty won't get it. After she tosses it on the couch she looks at the floor and she gasps at the unexpected sight of all her micro sized classmates.

She's amazed that all her classmates crawled in to her bag! It's not too big of a surprise though because she's one of the nicest girls in class. She explains that she's too busy right now to help, she has to get to her homework, but she wants to keep them safe so they don't get stepped on or vacuumed up. She pats her skirt... no pockets. Then she gets this idea that they would be extra super safe in her panties. It's really soft, warm, and they'll be so close to her that she'll be able to feel each and every one of them to make sure they're ok. Brilliant! She carefully drops them all into her panties... and that's where the trouble starts.

Katelyn stands up to go over to the table to do her homework. She gasps with pleasure, the hundred or so classmates in her panties, squirming around, is extremely arousing. She stifles herself and pretends like it's not happening. She walks closer to the table gracefully but then stops to stifle herself again. She moans, pauses for a moment and adjusts herself, and then nearly collapses into her chair. Her boobs bounce on to the table, she squeezes her thighs to hold back her growing pleasure, and then she fiddles around with her school supplies. She sharpens her pencil and opens her notebook. She experiences shock-waves of pleasure as her classmates shift around in her tight white panties. She has to bend her knees inwards and grab her crotch to hold herself back from orgasm.

Katelyn writes down a multiplication question for herself. She's amazed at how hard it has become to concentrate. Multiplication is one of her strong points but not when she's this close to orgasm! Her face is flush and while trying to do her homework she accidentally breaks the tip right off her pencil. She asks if they're all doing ok down there and then she slops on a few layers of gloss while moaning and shaking in pleasure.

Katelyn continues to struggle with holding back from climaxing. She's so horny that she's shaking! The hundred or so classmates are all pushed tight against her pussy by the pressure of her panties, which are growing soaked, and she's on the close edge of of no return to an uncontrollable orgasm. She moans and shakes as she attempts to sharpen her pencil once again. Her situation has made this simple task become extremely difficult. Once her pencil is sharpened again she continues with her multiplication but she's so horny she can't even really figure out what she's doing. She crosses her legs, stifles herself, shakes, moans, and comes closer and closer to losing control with every passing second until she just can't take it any more!!

As caring and careful as Katelyn is she wants to see that everybody is doing ok. So, she leans back and opens her panties up very slowly. As she pulls open her panties a huge string of gooey pre-cum drapes from the soft fabric of her panties the whole way to her sex hole. Loads of classmates are trapped in the massive gooey mess. It's that gooey and she hasn't even climaxed yet- just sooo sooo close and continually holding back! She tells them that it's way too distracting to have them between her legs and she needs them to crawl up her panties some more where it won't be so distracting.

Katelyn then attempts to put those who fell out back in her panties. Moving her panties around just makes her even hornier. After getting them all back in Katelyn sits back up and re-sharpens her pencil. Katelyn then starts adjusting her top... her boobs are bursting out of it. She tries to fix the situation with an extremely confused expression, she doesn't understand why her top is so small or how her boobs got so much bigger.

Within moments of getting her pencil back to paper she experiences another shock-wave of pleasure and starts rocking back and forth. She tries to hold back but it's no use, her hornyness is about to take complete control. She slowly lowers her pencil up to her mouth and chews on it, her breathing gets faster and faster. Katelyn's massive wet tongue comes out to greet her lips. Her lips and teeth get slimed in her saliva. She moans louder and breathes faster... she can't do this any more. She nearly has an orgasm on the spot. Her boobs burst out of her top and while trying to put them back in she gets so horny from touching them that she completely loses all control to hold back and she starts fucking the classmates in her panties by rocking up and down violently and squeezing her swollen chest.

She tries to relax for all but a split second before hornily (and nearly out of breath) saying "Can't... take it... any... longer..." and bounces up and down violently, nearly rips off her panties and rubs her clit until she explodes in orgasmic pleasure.

After her orgasm she yells at all the classmates. She told them to crawl back up her panties where it wouldn't be so distracting and now look what happened! They made a HUGE mess in her panties. Cum, bones, blood, gore, bodies, what a mess! Rather than being overly upset about their deaths, Katelyn is more upset that her new panties are drenched in cum and stained with the blood and guts of her classmates.

She stands up and bends over to talk to them all. Her boobs still bursting out of her top. She starts to look for the survivors. She asks if they understand how much trouble she could get in for all this. She tells them that no one can EVER find out this. She's been so nice to everybody over the years so now this is what they can all do for her. Katelyn then slowly pulls down her soaked panties to find the rest of the survivors.

After getting her panties off she gets really close to the survivors. She tells them on second thought, she's sure they're all trustworthy but, she can't risk risk anybody ever finding out about what happened. So, to take care of the situation she's going to have to play the role of assassin. All of them are the bad guys and they're all going to have to be taken care of. She continues to talk but commands them to stop their screaming- she doesn't want to hear it! She didn't want it to end up like this but it has. She sure that a lot of them would keep the secret but there's just way too many of them, the odds are against her.

Katelyn then takes her time licking the survivors off the couch, she plays with them in her mouth and gulps them down, and then her fingers search her pussy for every last survivor until they're all in her belly. She even starts fingering herself to make sure no one is hiding up inside her. While fingering herself she gets turned on again. She wishes there was one inside her because she could go for seconds! Luckily there's still more stuck in her carpets and where she was sitting that she can shove in her deep pussy hole, force them to please her -or else-. Katelyn then licks her fingers and decides to save all the rest for later so she can go get changed and cleaned up. However, she unawarely crushes two of them on the way out!

Side note: This is, by far, the horniest I've EVER been in any video I've ever filmed! You can even see my cum slowly soaking my panties more and more as the video plays. I'd like as many people as possible to be able to enjoy this video as much as I do, therefore I've priced it at a discount! This is, by far, my favorite pussy and vore micro film to date and I'm sure it will be yours too! ;)


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Product Details:
Producer: Katelyn Brooks
40:21 minutes
1280x720 WMV
insertion, vore, nipples, micro, schoolgirl, pussy, boobs, cum, pig tails, asian, panties, up skirt, pussy, cum, Katelyn Brooks


4 Reviews and Counting...

  1. T3hFreek's Avatar
    Ah-Mazing, I am impressed with the entire storyline once again Katelyn, More like this would be great...
  2. eric's Avatar
    hey katelyn do you have a boy friend? how young would you go?
  3. Cody's Avatar
    This is hot! Good girl gone bad at the end ../../../wp-content/themes/giantess/images/smilies/wink.png I could just imagine the sensation's that Katelyn would go through having that many tiny people in her underwear at once. Love the scenario!
  4. JayToms's Avatar
    Sometimes you need to revisit the classics to see how much has changed over the years. As of 2023, I still watch this video and I consider it one of my favorites. I think I brought this one because it was one of Katelyn's personal favorite and I can see why. Also, I think parts of this clip was featured in the playboy documentary regarding giantess yeah....this clip is really good!!

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