From kitschy, niche-y California Star, Tickling Friend-Z offers up nudity and lots of male-female interaction, but there's no sex offered of any kind. And the soundtrack, vacant of music, is dominated by shrill laughter throughout.

The action begins as tickle-maestro Dan Lewis is approached by "Dee" (Lolita Rose) for a little fun. He ties her up on the brown leather couch and commences to ticklin? before roommate Samantha Jewel barges in and joins the fun. This latter is tied up next as Lolita helps on the giving end.

Most of the tickling is done by hand, with only a feather duster to help out here and there. How these girls can keep up the laughing for even the disc's short 44 minutes is an impressive mystery.

Retailing: You know if you've the fans for this.