Ashley is stretched out on the floor and tickled by her friend. She is extremely ticklish and it is hard for her to take it. This is her second time doing the upperbody shoot, and this position leaves her much more vulnerable. I help out at the end to make sure that you all get to see what you want to, but Elizabeth D does a great job tickling Ashley.

This clip includes footage from the top view in the beginning, and from the bottom view in the end.