Nerd girl, Paisley, is at the feet of the most popular girl in school, Marsha. She has no where to go and cant escape the hot blonde's sweaty, smelly feet! She is made to sniff, lick and suck every inch of Miss Popular's perfect toes and soles. Pathetic Paisley gags on her long toes, licks her hot soles and sniffs the stink from her her sexy feet without mercy. It all ends for the nerd when Marsha smothers her out under her spit soaked soles.