Megan’s warm breath passed over Nathan’s crotch and sent a little jolt of pleasure through him. He felt tight where the red spray had hit him, like his skin was shrinking.
"I think its dry now. Let’s check." Megan smiled flirtatiously, as she cupped her dainty fingers around his stiff rod with one hand and gave it a gentle squeeze, feeling the smooth rubbery texture under her grip.
"Oh yeah, its dry." Nathan managed to gasp. Megan could see his abs tighten with pleasure as she gently caressed his now rubber covered genitals with her fingers, working her hand under his smooth shaft and rubber coated balls. She slowly moved her other hand over his smooth red chest, feeling the warm latex slide under her hands.
If Megan had guessed correctly the real fun was just beginning and poor clueless Nathan would soon become her new toy. “How does it feel?” Megan asked, giving several quick jerks of Nathan’s cock and hearing him moan in response.
“Oh God!” The handsome man gasped, “It feels incredible! I’m tingling all over!”
Megan’s grin became wider and her eyes widened in amazement as she watched the red rubber coating begin to spread further onto Nathan’s body, the smooth latex beginning to overtake his uncovered flesh ever so gradually.
Nathan gasped, his eyes held shut as Megan’s hand continued to play with his manhood, smoothly jerking his penis in her hand, enough to drive him wild but not enough to make him orgasm. It felt amazing! His sensitivity was going through the roof. “Oh…” Nathan groaned, “Please don’t stop!”
Megan complied with this request happily, firmly jerking Nathan’s smooth frictionless penis in her hand, marveling with delight and growing arousal. She watched the rubber starting to coat his washboard abs and climb under his shoulders, even as the rubber around his groin was covering his inner thighs and starting to reach towards his sexy ass.
For the moment, Nathan seemed unaware of what was happening to him, so blinded by pleasure that tears were falling from his tightly clenched eyes. He moaned and bucked his hips into Megan’s hand, the sensations building and building to staggering strength. All the while, the rubber was slowly encasing him in a smooth latex body glove, climbing down his arms, down his sides, and covering most of his torso as it spread outwards.
Megan finally stripped off her own pants with her free hand, unable to bear her burning arousal any longer, and practically tore off her panties. She plunged her fingers into the hot slit of her wet vagina, and began fingering herself as she watched Nathan’s progression and jerked his rubbery cock, gripping the rod in her hand tightly and pulling her closed fist up and down the length. The latex now coated his back and had started to join with the other patch that had enveloped his ass, waist, thighs, and genitals.
In a few moments more Nathan was nearly covered from neck to toe in the smooth latex, and Megan was on the verge of an orgasm, watching the sexy man’s progression with unbridled lust. The smoothing rubber climbed across his feet and hands, and began to climb up his neck. Megan kept jerking, kept fingering, keeping up a feverish pace on Nathan and watching as the man’s back arched, he opened his mouth to gasp, and tears ran down his cheeks.
His penis, hot and stiff in Megan’s hand, throbbed beneath its rubbery coating. The red latex began to climb up the back of Nathan’s neck. She gulped, sweating profusely, and watched the last progression. The latex covered his ears, the back of his head, and like something out of a horror movie the smooth red began to close over his face. Nathan felt sheer panic as his mouth and nose were suddenly unable to breath, and opened his eyes just in time to have them encased along with the rest of him.
Megan felt sudden alarm as Nathan leapt back, pulling his cock away, and frantically grabbed with rubbery fingers at his nose, making muffled cries of help. He was squeaking madly. All Megan could do was sit on the bed, still half-aroused, and hope that what she had wanted actually happened.
For several seconds Nathan kept clawing at his face, until finally, he didn’t feel the need to breathe anymore. He couldn’t see, he felt so light. Megan watched, with excitement, as sure enough Nathan began to change all the way into a living balloon. The red coating on his body began to lighten, turning a flesh colored pink. The latex around his mouth and nose began to pull in, squeaking madly, to match the shape of a mouth and nose. Past his lips, the latex took on the shape of his tongue, teeth, and throat, climbing downwards. His eyes painted themselves on, white with blue. The eyes blinked, stared at Megan, stared over the changing body.
“W-What did you do to me?” Nathan gasped, running perfectly smooth hands over perfectly smooth thighs. They squeaked as they touched, and Megan felt her arousal growing once more.
“Almost there…” Megan gasped, pressing her fingers back against her clit and vaginal slit, running them up and down and tensing.
“Almost… where? What’s happening to me!” Nathan said in shock, turning to look himself over, finding every curve and line on his body covered perfectly. Then he gasped, facing forwards to Megan and staring at her with disbelief, as a soft hissing began to sound from within his body. Nathan grew lighter, taking several surprised steps back, and his latex grew more see through, revealing the sight of vanishing organs and bone for just the briefest of moments as his skin grew lighter and transparent. The perfect manly shape of his muscle and body remained, but inside, he was becoming nothing but air.
Megan fingered faster, lost in the moment, and closed her eyes, orgasm welling up and about to blow.
“Megan!” Nathan screamed, “Help me! Stop this! I don’t want to be a balloon!” The hissing increased, Nathan creaked, bulged, swelled, his physique becoming a little tighter, a little bigger, and his head became dizzy as air replaced his insides. In a few moments more, the hissing stopped. Nathan was now completely a living balloon.
Megan opened her eyes, panting, gasping, and looked at Nathan like a hungry animal as her orgasm flared and subsided. The balloon man, smooth, hairless, perfectly male, with penis stuck in a permanent erection, took several steps back, seeing Megan’s expression. And without a moment’s hesitation, horny naked Megan threw herself off the bed and landed on the soft hollow balloon with a squeaky thud, bouncing her ample chest against his for a moment and kissing him frantically. Squeaking and creaking against his inflated form.
Then, to Nathan’s helpless protest, Megan pursed her lips, locked them against his, and let out a gentle breath. Warm intoxicatingly flavored air passed Nathan’s lips and wafted down his throat, passing through a small rubber flap and into his air filled body. His own air mingled with Megan’s, pressed together, and Nathan’s entire body swelled slightly – if only minutely – larger.
The balloon moaned in response, and Megan grinned, breaking away her lips to look at her strange new lover's face. He grinned wildly, all protest gone, and gasped. “Oh… that’s nice!”
Megan giggled and buried her head against his squeaking neck. “Yes, I know!”
But the real fun was about to begin.