Tilly agrees to become a life cast model for her artist friend Brittany. Tilly has no idea that Brittany knows that she is fucking her boyfriend. So Brittany gets Tilly all comfortable as she has her stands on a rotating platform and starts to cover her in the gooey plaster. They engage in small talk as if nothing is wrong. Once the plaster gets to Tilly`s mouth, Brittany tells her that she knowns she is fucking her man and will regret it as the plaster goes over Tilly`s face. Poor Tilly can only moan as Brittany continues to apply the plaster. Then Brittany brings out a vibrating dildo and places it on Tilly`s pussy. Tilly can only stand there and moan as Brittany relentlessly rubs it on her pussy. Brittany then places the vibrator in Tilly`s gooey hands and moves her arm together so that she is now holding the vibrator on her own pussy and unable to move. Brittany spins Tilly around and admires her pleasuring work of art.