Katy Faery lays on the bed resting as her roommate, Vanessa Rain, finds her just laying there, and decides to have some fun with her. Vanessa starts to tickle Katy's soles, thinking about how she must influence her dreams when she tickles her as she's resting. Vanessa uses a vibrator, brush, and other tickle tools to tickle Katy as she is out napping. She gets in-between Katy's toes, and tickles all over her soles. Katy starts to wake up and Vanessa hides - and Katy talks about the weird, but good, dream she had, then knocks back out as Vanessa gets away.