Penny LOVES Carnivals. Her friend Courtney and herself were actually in the midst of enjoying one at this very moment.
"Come onnnnnnn! Why can't we play that baseball toss again? I want a balloon!" Penny whined a little to her companion. "You know that game is rigged right...look how strong you are! You clocked those tin cans every single time and one never went down..." Courtney retorted, shaking her head a little in dismay.
Courtney had a point. They had spent no less than ten full dollars at 25 cents a toss, a little odd considering all you got was a balloon, or a stuffed animal of dubious craftsmanship if you somehow managed to knock all three tins down thrice in a row. Penny wouldn't have it. She was timid, but she loved balloons considering her personal little desire, which Courtney shared to an extent.
"Puh-lease! Just a few more tries!" Penny again begged of Courtney, the irritated woman sighing heavily. "If I get you a balloon...will you pipe down?" Her tail twitched as she spoke, Courtney clearly annoyed. Penny nodded shyly, like a child who's demands had finally been given into. "The game's back there Courtney! Where are we going..." She whispered, Courtney having no intention of going back to the shady little booth. Instead, she headed for what seemed to be an abandoned booth. "In here...quickly!" She almost hissed out, pulling Penny in with her.
"This place is empty..." Penny said aloud, feeling a sudden stinging pain at her posterior. "Yeowch! What was...that...for?...What's THAT for!" Penny spun around to face her friend, Courtney leaning on a gas cylinder. "You wanted a balloon so badly...so I'm going to make you one..." Courtney grinned slyly at her friend, Penny oblivious for a second. "Aw, isn't that nice of you...Hey! Wait a minute!" She cried out as Courtney pulled her over forcefully and lowered her trousers, sticking the nozzle hastily up her friends ass.
"This isn't what I had in mind!" Penny gasped out as the cold hose lodged itself in her bottom, Courtney whistling innocently as she placed a hand on the valve. "No! Courtney, not here!" Penny waved her hands frantically, but to no avail as her friend twisted the valve and broke it off. "URGH!" Penny's knees buckled, the pressure hitting her with intensity. *Ping* The button on her shorts ricocheted off of the cannister and flew out of the booth. Penny's belt did not fare any better as her ballooning stomach snapped it as if it was nothing, the poor garment had already been under strain from her pudginess. She used an arm to brace herself against the walls of the booth, her other limb wrapping around her swelling belly.
Courtney simply enjoyed the show, her tail swishing around happily as her friend's body contorted and filled up. Penny's breasts strained against her bra, the woman making pained yelps until at least the offending article of clothing was finished. Clothes fell in tatters to the ground beneath her, Penny throwing her head back in an odd mix of ecstasy and humiliation. "S-stop! I'm starting to float!" Penny exclaimed, Courtney nodding. "I know..isn't it fun?!" She replied mockingly. Penny had indeed become buoyant. Her panties were the last to go as her bottom expanded outward, an odd rubbery sound emanating from them as the cheeks rubbed together.
"A little more...you can take it!" Courtney called to her friend. Penny felt the gas's tingling sensation run across her arms and legs now, her limbs puffing up by inches at a time. Her nipples popped out noisily, and her fingers and toes slowly started going rigid. "T-Tie me down! I'm losing my grip Courtney!" Penny pleaded in a hilariously high-pitched voice, Courtney waiting until the last finger gripping the pole Penny had been clinging to released before reeling her in.
"I said I'd make you a balloon...." Courtney pulled Penny in face-to-face. "I need a little..break from your constant whining....but before you go..." Courtney gave a sly wink, Penny not seeing the girl's tail until it was too late. "Oh?! W-what...are you doing?" Penny's eyes went wide as Courtney's tail slid into her womanhood.A slight tug freed Penny from the helium cannister's nozzle, and Courtney leaned in for a kiss, her tail thrusting in and out of her friends nether lips fiercely. Penny was confused, but had little time to think about what her friend had said about her 'going' as naughty thoughts pervaded her mind.
Courtney did not break their kiss. The warmth and moistness her tail was feeling aroused the woman further and she gave Penny's bum a playful squeeze as she toyed with her. Penny could not resist at all. Her bloated state made any sort of physical contact, let alone at her womanhood, cause her body to tremble in pleasure. Penny's nether regions began to contract and tighten around Courtney's tail just before her climax. Courtney couldn't help but laugh as the squeaky scream escaped her playmate's mouth, Penny's balloony body seemingly pulsing as every single wave of ecstasy coursed through her.
Courtney took a hold of her friends ankle and lead her outside, Penny not even noticing as her body was still going through erotic contractions. "I hope you had fun...See you later, girlie!" Courtney said and let go of her friends foot. "N-nooooo! I'm gonna get you for this!" Penny screamed to no real effect beyond Courtney doubling over in laughter from the squeaky exclamation. Penny floated higher and higher, carnival goers pointing at the ballooned girl floating high into the night sky, Courtney waving and sighing in relief. "A much needed break..." She thought, and wandered off to enjoy the festival....