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Balloon Frat

By: RedXIX, Bandito, MikeYote, and Wolfy

comments/praise/hatemail can be cheerfully sent to [email protected] :)

Chapter 1- Orange Paint

William "Billy" Krueger walked down the long walkway behind his fraternity, cursing under his breath. The thin sallow skinned youth had recently decided to do part time jobs to make a little money. While college was being handled finically thanks to a tidy inheritance he received last summer, it was just enough to leave him wanting a little more cash. Most of his buddies thought he was nuts looking such a gift horse in the mouth and wanting more, but he just smiled and brushed them off, always claiming one day that he would make it big. 'Their problem, not mine,' he thought to himself, turning onto the sidewalk towards his destination. He was missing the big pep rally to do this job, but he didn't care too much. This was too good an opportunity to pass up.

It had been a help wanted ad asking for someone to paint a single room, claiming to pay $500.00 for the service. It struck Billy as odd that this ad hadn't been taken already, but granted it was an obscure bulletin board in a secluded part of campus. Billy had painted a room or two with his Dad and even had wall-papered a room before, so he knew he could handle a simple paint job. He had leaped upon it immediately and had set the entire thing up with the old lady, who seemed all too eager for his help. He turned the last corner and caught sight of the old lady's house. It looked ancient but well kept, a Victorian era mansion if Billy wasn't mistaken.

As he climbed the steps to the front door, Billy got a weird feeling down his spine like perhaps he should not enter this place. He had these feelings before, and usually they were right. But 500 bucks was too good to pass up, weird or not. Besides, Billy was a man of his word, and after all he had made a commitment to the old lady.

He knocked twice on the door with a heavy brass knocker and waited. Suddenly a buzzing caught his ear he looked over and saw a very modern looking intercom mounted on the wall. He felt silly for a second for using the knocker, then pressed the button on the door bell.

After a few moments, the intercom crackled to life.

"Yes?" a mature female voice questioned languidly with a slightly annoyed tone.

"Um, hello," said Billy "I, uh, came over to paint that room. It's Billy, remember?"

"Ah yes," she said with a touch of charm, "I'm sorry, I forgot! How could I be so silly? Sadly, I am not feeling well today so I can't meet come down to meet you. Don't want you to be getting sick dear! Here, let me buzz you in. The room you will be painting is the first room on the bottom floor, all the way to the right. Everything is set up for you already."

"Um....thanks?" The door buzzed and Billy pushed, the oak door creaking open slowly. He walked through the doors into the main foyer, admiring the lavishly decorated interior, everything seeming to be made of a rich crimson velvet material. Looking to the right, he spotted the hallway he was supposed to go down. He walked along, passing under the arches of the front room. It really was a grand old building. Something odd caught his eye along the way. Turning, he saw a life sized wolf plush budging with muscles leaning against the curtains. He touched it once and was surprised to discover it was just a stuffed animal.

'What a strange toy,' he thought. He could have sworn as he walked away that he heard it moan slightly.

Brushing the absurd thought from his mind he continued down the corridor coming finally upon an opened door. Walking inside, the first thing that struck him was that this room desperately needed a paint job. Water stains leaked down in the corner as most of the paint was cracked and peeling. A newspaper rug covered the floor as Billy spied the usual painting implements; ladder, paint cans, brushes, rollers, and paint scrapers. At least the old lady knew what she was doing. He figured it be tough work, but well worth the effort.

Billy reached down and opened the first can of paint, finding it filled with a vibrant orange paint. It seemed very bright, perhaps a bit garish for a room but if this woman wanted it, who was he to argue? He grabbed a few brushes, thinking it was quite thoughtful of the old lady. Seemed like really good brushes too. Unpacking his bag he grabbed a scraper and got to work.

An hour later he was making very good time. He had stripped all the walls with help from the superb scraper, and had coated almost one entire wall, thanks to the old lady's roller. The paint it just seemed to glide on so easily and freely, and it bonded so well and it looked great even on the first coat. It was excellent paint of the highest quality. He wondered where she had gotten it and if the company could make any other colors. He knew some rooms in his fraternity that could use a fresh coat of paint. It was excellent the way it obeyed him in a sense, gliding perfectly into the cracks and crevices of the room. He took out a smallish bristle brush, painting over the spots he missed before moving the next wall. He positioned himself and dipped his brush into can, brushing the paint on in smooth strokes. He went back to the can, sticking the brush back in to get some more paint on it. Oddly, he felt a tugging at the brush from the can, followed a downright pull. Holding on tightly to the brush, his entire hand quickly submerged in the bright orange paint, sinking in to his wrist.

Billy quickly pulled his hand out, letting go of the paint brush as he cussed loudly. The paint on his hand felt odd. It was cool like paint, but seemed much thicker as it clung tightly to his skin, causing it to tingle slightly. Wondering what the heck was going on, Billy tried to shake off the paint, but not a drop came off. He felt an odd feeling, as if the paint was tightening around his hand while still remaining wet and protean.

Thickening even more, the paint forced his fingers closer together, its flow increasing as he watched the paint seem to surge forward, covering his hand in a mitten of paint, leaving only his thumb free. Then it started to creep up his arm, gliding with the same ease as on the wall, coating his skin perfectly. By the time it had reached his elbow shock had worn off. He started pawing at it with his free hand, though to his chagrin that just accelerated the spread, the bright orange paint now splattered on his free hand. The paint coalesced and melded together, seeming to reproduce itself. Soon paint was flowing over his hand and up his arm, creating a fingerless mitten, leaving both hands encased in the strong viscous material. As the paint continued to flow, the paint covering his hand started to harden, locking his hand tightly in place.

He tried to fight at the advancing goo with his mittened hands, but to no avail. The orange paint quickly spread under his grungy t-shirt. He felt an odd pressure as his shirt ripped from his body, revealing Billy's completely paint-covered torso. He watched the paint mold perfectly to his slender frame, somewhat glad to see the paint filling him out slightly as he hated his scrawny physique. He could feel it flowing up his neck as well and around the back of his head. It hadn't hit his face yet though, leaving him free to observe what was happening. He watched as the paint quickly flowed under his belt line and downwards. He could feel it though flowing around his legs and nether regions, a shiver shooting up his spine as the cool paint tingled all over. He was startled to find he was becoming aroused by the tight paint coating his body. He scrabbled at his pants a bit and was shocked to watch the crotch tear off in his mittens, his clothes now falling off in shreds.

Billy looked down just in time for him to watch his erect penis get coated in the orange paint. He felt it seal tightly, his eyes widening as the paint bonded it to his loins holding it up and hard. The liquid actually felt very sensual he noted, the boy trying to rub his penis with his mitten, feeling the hard yet stretchy paint rub his cock and hold it tightly at the same time. Billy groaned as he felt his balls similarly encased in orange paint, creating a smooth compact ballsac which he cupped in his mitten, a cool sensation washing over his body as he pawed at it.

He felt the paint spread down his legs as his pants fell away in shreds. His shoes popped and cracked as the paint fought against the stitches and soundly broke the sneakers off into pieces. Following suit, the paint flowed in moments before his feet were held tightly in the same rubbery material that had spread everywhere else.

Now wrapped up completely, Billy fell to the floor writhing about. He didn't feel the pain of hitting the floor; all he felt was the paint as it coated him and massaged him as he moaned in pleasure. Who knew it could be so sensual? His sense of touch was going haywire as the orange goo flowed over his face, finally sealing his body completely in the paint. As it sealed over his face the paint all over his body tightened even more, making him groan in unbelievable pleasure.

Billy found he could still move, but only barely. His arms slowly felt downward pressure and then sealed against the side of his body, the thick paint melding into itself. He was now in a sensuous orange cocoon. It felt oddly like rubber. In fact eh was almost sure it was not paint but warm smooth tight erotic rubber that held him. He had never known rubber could feel so good, his body writhing wonderfully against it as it stretched out but held him in tight. Still, he didn't want to be trapped here.

"Mmfh" he moaned as he quickly discovered that his mouth was gagged.

"My my...what do we have here?" said a voice from out of nowhere. Billy could just make out bulbous black feet to the side of him. Suddenly a face loomed over him. It looked like the face of a tall humanoid fox lady. She approached him nonchalantly, eyes scanning the room judging his paint job approvingly.

"Mmmph mmmrph!" Billy tried to explain himself, but the tight rubber stretched over his mouth prevented any kind of coherence.

"Oh, quiet you," she snapped. "Hmmm...you did do good job in here my boy."

With that the vixen snapped her fingers. Billy saw a bright orange flash, leaving behind four perfectly painted vibrant orange walls.

Sadly, I didn't really need your services anyways..."

"Ummph?!" said Billy struggling against his orange cocoon.

"Oh, don't struggle dearie, you won't get out of that. It's all nice and sealed tight. It may look like paint, but it's my special rubber-latex blend" said the vixen rubbing his chest. Billy moaned inside of the cocoon and writhed a bit at her touch.

"Mmmmm...you like that don't you?" said the vixen moving her paw to cup his balls and rub them through their rubber covering. Grabbing his package tight, she looked Billy in the eye with an evil grin on her muzzle.

"You know, I bet that paint has lots of lead in it. I think you need a drink of water to wash away all the nasty impurities."

The vixen winked at him, then moved from his field of vision. Billy tried to move to figure out what was going on, but all he could do was roll a bit to either side. Thinking he was alone, he gasped in shock when the vixen loomed large over his face

"Uh-uh," she said, shaking her head, "We can't have you trying to escape just yet orangie. We haven't even gotten to the fun part! Here, let me show you."

The Vixen pulled a large hose from behind her, holding the long rubber tube over his face tauntingly. Leaning down, she pressed the end into his mouth, the rubber covering his mouth parting slightly, creating a tight seal around the lip of the hose. She left the hose dangling from his lips, the thick tube pulling his head forward slightly. Moving his tongue around, Billy could feel that while the hose was stuck tight to his cocoon, there was still a layer of rubber between him and the hose, meaning that any water that came from the hose would...

Billy felt a cool trickle brush past his lips, the water parting the rubber slightly. The flow began slowly, then steadily increasing until he could feel a strong gush rushing past his lips. Already he could feel it filling him, the water trickling down his body pushing out at the rubber, separating it into two distinct layers. Wait, filling him up...that wasn't right, was it? He could feel it flowing around him and creating more tightness around his feet, giving them a weird feeling of floating as he found himself lifting off the ground.

Suddenly he noticed a mirror suspended above him, giving him a perfect view of his orange cocooned self with a hose in his mouth. But he looked odd. Wider. Much wider now, bulging in fact. He could see his orange body expanding as the hose pumped water into him, filling him to bloating. His tummy was where the liquid seemed to be collecting mostly, his once non-existent gut now rounding out nicely as the water continued to pour in, the orange rubber on his belly lightening to a brighter shade of yellow.

As his belly grew Billy's arms and legs were forced apart, pulling away from the rest of the cocoon as the rubber now encased him like a one-piece rubber suit. He found he could move his arms freely now, but only momentarily as water quickly rushed in, fattening his arms to near immobilization. He closed his hand with some effort as he felt water wash around his fingers, plumping his hands up into thick watery mittens, his forearms turning the same shade of yellow as his belly. In fact his whole body was changing he could tell as he stared at himself in the mirror. He was quickly becoming larger and cartoonier in proportion, his arms ballooning outwards as his thighs pushed apart, giving way to the growing pressure of the water. His entire body jiggled now with the immense weight of water that cushioned him from every angle, the boy forced to rest his fat paws on his belly just to keep them up as he struggled to balance on his massive rubber booties.

Billy could only stand there helpless under the watchful eye of the vixen as his body continued to fill with water. He stared at her nervously, not knowing where this was all going. He was starting to like it, in a weird sort of way. The way it massaged his body felt oddly comforting, the water gushing about freely inside him as the intense pressure shifted with every little movement. Wait...was the water filling him, or just the suit? It hard to remember, lost as he was in this gigantic rubber body as the water continued to fill him.

A silly smirk graced the boy's face as he patted his belly experimentally, giggling and retracting his pudgy paw as his belly jiggled, sending cool soothing sensations across his chest.

He looked up at the mirror, grinning at his pudgy form as he saw a small bulge on his face. It grew up around the hose, his nose and mouth buried as the bump expanded outward. His human face quickly lost all definition as the bump ballooned into the shape of a muzzle, the water filling it out before flowing upward around his head. His face plumped out to the perfect size, water filling in the details as his head took on the shape on an animal. Two fat triangles grew out of the top of his head, settling into nice round ears with a squeaky pop! The rubber around his eyes lightened as Billy gazed into the mirror shocked, a bright yellow 'mask' appearing around his eyes. 'What on earth is happening to me?' he wondered curiously, rubbing his belly as he reveled in the feeling of floating inside this tight fat body.

As if a switch was flipped in his brain, Billy suddenly wanted to be filled with more water, realizing that he enjoyed the feel of it sloshing all around him so much. Slowly, he started to suck at the hose drawing in more water.

His body fattened more as the water flowed in. His stomach was now distended with water, yet it fit the proportions of the rest of his body very nicely, giving the boy an overall round pudgy look to him. He kicked his feet and waved his arms a bit, enjoying the feeling of the water flowing to other parts of his body and swishing about. He was so nicely held by it and yet it was so freeing the way the rubber swished about and hugged him.

Though mostly lost in pleasure, Billy felt something odd under his posterior. He rolled around a bit trying to figure out what it was, still sucking at the hose to draw more water in. The more he sucked the more water seemed to flow to around his posterior. Looking at the mirror finally he saw a long appendage growing from under him, pushed outward by the steady gush of water. It grew round and fat, vertical yellow and orange stripes appearing as it grew thicker with water. It felt wonderful! As he sucked more water in he finally realized what he was becoming. He looked just like an orange and yellow raccoon. A fat, cartoon-like raccoon at that. He was downright corpulent. He had always wanted to bulk up, though this was not how he expected to do it, though he found this way to be much more enjoyable than the traditional ways of bulking up.

Suddenly the hose was yanked from his face, coming loose with an audible pop. He tried to move his snout to get at it again but it was pulled away too quickly. That was too bad; he could have used just a bit more time under the hose.

"There we go all done" said the Vixen reaching out her paw to his yellow mitten, she pulled him up with surprising strength.

Billy swayed a bit on his feet trying to find some balance. He was so heavy and ponderous now, jiggling as he felt the water sloshing about him, feeling as if the suit was hugging him in different spots. His tummy was where he really felt it though, his giant pot belly weighing him down wonderfully as he rubbed it with his mittens squeakily.

He moaned happily, feeling his paws sink and push water against himself and the rest of his body. He tried taking a step or two, holding his tummy steady so he wouldn't loose balance. It felt wonderful when he stepped about in his shiny yellow rubber boots, the water squishing around his foot with every step. His tail squeaked as it flopped against his butt, Billy almost forgetting he had the thing! Reaching down, Billy grabbed his tail as best as he could with his paws. Scooping it up he hugged it tightly to his body, feeling his body bulge slightly as the pressure forced water out of his tail and into his already over-inflated frame.

Watching from the sidelines as the boy hugged his new body, the vixen stepped forward and spoke.

"Ahhh, so I see I have another satisfied toy. I do hope you don't mind being a water balloon raccoon?" she smiled sarcastically.

"Oh...I do!" the raccoon replied happily.

"What did you say?" the vixen asked, cocking an eyebrow at the pudgy coon.

"I said I really like this!" the raccoon said, hefting his girth before letting it flop back down, murring at the feel of all the water gushing again inside of him. "I really do!"

The raccoon massaged his tummy heavily, moaning softly. "This feels so nice..."

"Hold still a moment 'coon" the Vixen said, grabbing his paws with one

hand. Though he was now larger then her, he didn't mind obliging. After all, he thought, she had given this to him. A little obedience was the least he could do to thank her.

The vixen held up her paw, chanting in a low tone as a single claw traced a path in the air. The lights dimmed momentarily as a brilliant green light sprouted from thin air, dancing about making an intricate interwoven pattern above the boy's head. He blinked and it disappeared just as quickly as it came.

Looking confused, Billy's gaze returned to the vixen, who looked at him somewhat shocked.

"Ah. I suppose that explains it," she said as if it were the most obvious thing in the world. "Explains everything, really."

"Explains what?" asked the coon as she let go of his paw.

"Oh a great deal! You see, dear raccoon balloon, you have magical talent!"

"I do?" said the coon with surprise. "Since when?"

"Since always!" She smiled. "Some who have the gift go their whole life never knowing they possess it. I'll bet you have all sorts of moments of weird luck and strange coincidences?" asked the vixen.

"Yeah, now that I think about it..." said the coon, tapping his muzzle.

"The only odd thing is you should have felt a premonition upon coming to a house so filled with magical energy."

"Oh, I did!" Billy said cheerfully. So he wasn't crazy about that feeling he had!

"I just figured I should ignore them since I had made a commitment, and it seemed like a bad idea not to follow through," he said, shuffling his feet.

"Well mannered, too!" she said, rubbing her chin. "You're the second well mannered lad I've encountered this month. It's very odd, yet refreshing."

"Thanks!" said the coon, rubbing his mitts together bashfully.

"Now...what to do with you?" she said, stroking her chin thoughtfully. "I suppose I had better let you out of that balloon first."

"No!" Billy shouted defensively, backing away. "I like this!"

The vixen stared perplexed as the boy stood there hugging his belly.

"Your natural power should have prevented all of my mind enchantments, which is why you're not more docile right now," said the vixen, making another sign in the air with her paws. This time, a pink light danced and flashed for a moment before fading into the darkness.

"Interesting. So this is of your own volition Billy. You actually really like this," she said, shaking her head disbelievingly.

"Oh yeah, it's great!" said the coon emphatically, massaging his tummy. "I wish I could make others into water balloons like me..."

"Oh?" said the vixen with surprise and a little curiosity, "and how would you intend to do that?"

"You can teach me how! Then I can go back to my Fraternity and turn all my brothers into balloons like me. I bet they would love it!" said the coon, jiggling with joy.

"You know, I hadn't thought of it but that's a good idea," said the vixen supportively. "Alright coony. I'll teach you a few tricks so you can do this, but on one condition..."

"What?" asked the coon warily, worrying she would de-balloon him.

"You must swear fealty to me while you're in training. That means as long as I am your teacher, you work for me. Also, it means any balloons you make during that time belong to me. At the end of your training, you get to go about your way with your balloons, but until then you're all mine."

"I don't know," said the coon unsurely.

"Oh don't worry my little raccoon. I won't enslave you, since that's against the rules for us magical folk. We can mess in banal human affairs all we want but messing with magic folk is off limits. I would have even gotten in trouble had I not offered to let you go," she admitted, looking almost ashamed.

"I promise you after I train you fully, you'll get your freedom and the balloons under you are yours. I swear upon my magic," said the vixen, "that's a binding agreement."

"So let me get this straight - I get to share this with all my buddies, and on top of that you teach me magic?" he said Coon with glee. "Well sure! Where do I sign up?"

"Excellent," the vixen said grimly, pursing her lips. "I will remind you magic is a long and treacherous study. It takes years to learn. But if you're game, I will gladly show you the ropes."

She approached Billy, coming up to him and pressing against his body seductively, moving her paws to snuggle him tightly. The raccoon moaned as the water was squeezed about him, sloshing around so nicely inside him.

"After all, you are pretty cute and well behaved, dear boy!"

"All my frat bros will love this," said the coon, jiggling with excitement.

"Well then, I think we best begin training. I'll teach you how to handle your powers first," said the Vixen.

"It should be fairly easy as the water balloon that you are will channel things very nicely."

"Okay" said the coon lifting his belly and dropping it one more time.

"I'm ready to learn!"

Chapter 2- The Next Day

It was a quiet afternoon at the Delta Omega house. Most of the brothers were still at the school basketball game, leaving just a few stragglers still in the house. Ricardo and Jeff sat downstairs in the lounge, staring mindlessly at the tube. The sound of the front door opening and closing didn't startle them much, it was a pretty common occurrence here, but the steady sound of squeaking along the linoleum floor made the boys look up from the TV. They looked over to the hallway where the noise seemed to be coming from, not quite expecting to see what they saw. A tubby orange and yellow raccoon entered the room, his rubber body squeaking over the low sound of water sloshing heavily with each footstep.

Ricardo and Jeff stared aghast as the friendly looking raccoon bounced towards them, coming to a stop just behind their couch, his pudgy hands resting on his haunches as he beamed at them.

"Hey guys!" the coon said cheerily, his orange muzzle bobbing comically as he spoke. "It's me, Billy!"

The boys rose from the couch and took a step cautiously towards the raccoon, not quite sure what to make of it. Ricardo leaned in and inspected Billy like he was an alien, pressing his hand into the creature's belly just to see if he wasn't hallucinating any of this. The belly gave way as Ricardo's palm sunk in slightly, the raccoon giggling as the pressure shifted in his tight rubber body.

"Hey that tickles!" he stepped back, his entire body jiggling from laughter.

"Billy? What the hell happened to you?" Jeff asked.

The raccoon smiled and turned to face him. "Oh! It's great! I'm dying to tell you all about it! But first, you wanna see something cool?" He squeaked as he bounced excitedly.

"Uhhhhhhh....sure?" Ricardo said, unsure what to say.

"Here, lemme show you!"

The coon reached a paw behind his back, pulling two long strips of rubber from behind his back. Putting them to his mouth he began to blow, the balloons growing into long tubes of purple and green. The boys watched confounded as the balloons grew, three feet, four feet and more, becoming not only long but big around as well. The raccoon took them the balloons from his mouth, clamping the ends shut as he held them in a fat paw.

"Now look...I'll make you balloon animals!!"

Jeff looked at Ricardo and cocked and eyebrow. "Uhhh...that's great Billy. Really. Now get out of that ridiculous costume and watch TV with the rest of us. If you get out here soon enough, maybe we won't tell the other brothers, OK?"

The raccoon grinned. "But I'm not done yet. Here!"

Billy opened his paw, the two balloons shuddering momentarily before shooting like a rocket towards the boys. Jeff could swear he saw a snake-like mouth appear in the rubber as the green balloon glommed onto his face. The whoopee cushion sound of the balloon deflating filled his ears as the tightness slid down his body. The balloon pulled tight over his head as Jeff found himself looking out from inside the balloon, his vision of the outside world tinted in a deep shade of green.

The raccoon watched on intently as his balloon snakes engulfed his friends, Ricardo and Jeff looking as if they were wearing giant purple and green body condoms. They yelled as they pushed hard at their balloons, the pliable walls stretching out from within but showing no sign of breaking. Billy approached his friends and hugged each one tightly, forcing the last of the air out of their balloons as the rubber cocoons sealed them in tightly, the raccoon laying them down gently leaving them wriggling helplessly on the floor.

The pair watched as the coon stood there admiring them momentarily before bounding off to the kitchen. He waddled back moments later with a hose dragging behind him, his pudgy thumb plugging the spout. He approached Jeff and knelt down, stroking his sides squeakily as he shoved the nozzle gingerly into his gut. Jeff grunted, struggling as he tried to shake the nozzle off. He felt a cool pressure start to flow into his belly, spreading as his body seemed to expand, the tight rubber pressing tight against his skin as his cocoon started to inflate.

The sound of rushing water filled his ears, the pressure spreading outward from his belly. He managed to pull his arms free momentarily, though he found them still encased in rubber as water rushed into his arms, weighing them down into heavy green stumps. As his belly grew Jeff's legs were forced apart, each cushioned inside a thick rubber tube as the water collected at his feet, ballooning them out into pudgy water-filled socks.

Jeff's body lifted from the ground as the pressure grew, that all encompassing tight rubber feel that invaded his mind and all his senses. The water rushed into his head, making a small lump from Jeff's nose and expanding outward. He lay on his back looking cross-eyed at the snout, the weight on his face growing as he watched his muzzle bulge out huge, wobbling at the weight of the water though the rubber seemed to hold it all in with no trouble at all.

Billy watched as Jeff's body grew his heavy snout falling forward resting on his still-expanding belly. He had ballooned to nearly twice his size, Jeff's once svelte body hidden under the layers of rubber and water. He eventually stopped growing in size as his features now filled in. His belly took on a yellowish hue as rows of ridges raised out from the rubber, creating a yellow ribbed belly that extended from his neck down to between his groin. The pressure on his crotch squeezed tenderly around his cock and ball sac, feeling the torrent of water rush past as Jeff barely noticed a tail forming at his back.

A broad smile graced the 'coon's face as he watched his friend, who only moments ago was struggling uncomfortably was now rubbing his body up and down gingerly with his newly formed pudgy claws, moaning softly. His snout stretched out long and wide as water kept pouring in, two bulbous yellow eyes perched near the base of his head.

Jeff stared intently at his snout from within his cocoon, though his gaze had become one of interest rather than fear. A wonderful pressure surrounded him on all sides, the cool smooth rubber cradling him in comfortably, making him forget about the outside world completely. He delighted in how the pressure changed as he rocked, water sloshing into different areas when he moved.

Opening his jaws experimentally the gator let out a bellow, rocking forward hard in an attempt to get up. He managed to plant his feet as the coon helped him from behind, pushing as his back as Jeff struggled to right himself, still wobbling uncertainly under his new girth.

"Ooooh Jeff, you look great? Don't you feel much better now?"

Looking up at the orange and yellow coon, the gator grinned, nodding his head emphatically as his jaw wobbled up and down, his rubber jaws squeaking together. In his mind, it really did feel much better now that he was in a water balloon. Or was he just filled with water? None of that seemed to matter now, his tight rubber body sloshing around as the coon leaned forward to give him a big squeaky hug. The shifting pressure drove Jeff wild as Billy squeezed, a new tightness in his crotch growing as the water pressed out into his extremities, ballooning out his already fat claws and feet.

Billy sat and cuddled his frat brother for a few minutes, purring deeply as the gator returned his affection with a series of happy grunts and growls. The raccoon released him, watching the gator as he bobbed squeakily on his thick green haunches, glad to see his friend adjusting well to his new form.

Suddently, a thought struck Billy. In his exuberance, he had forgotten about the purple cocoon entirely! Looking over he saw that Ricardo was attempting getaway out the back door, but the heavy rubber cocoon was doing its work well, as Ricardo had only managed to wriggle his way halfway to the door. The coon giggled and bounded over to him, his heavy thudding steps shaking the floor. He stood over and stared down at Ricardo, who looked out of his purple prison worriedly.

"Awwww...don't worry Ric. Soon you'll see how nice it feels to be big and cuddly too!"

With a big smile Billy shoved the end of the hose into Ricardo's mouth, watching with joy as the water began to rush in filling Ricardo's cocooned body.

At first Ricardo couldn't help but stare at the hose poking out of his mouth, but a strange pressure around his midsection soon caught his attention. As he glanced down his body he was surprised to see it starting to bulge out at the waist, like someone was blowing up a water balloon in his belly. The feeling of the cool water swirling as it pressed the rubber against his skin made him squirm. It felt better than he would have liked to admit, but the insistent cool feeling of the rubber gently squeezing him made him feel good.

It didn't stay gentle for too long, the coon opening the valve completely letting the water flood into his cocoon. As the pressure built Ricardo shut his eyes, moaning slightly as his arms ballooned out, separating from his body. The water quickly filled in around his hands, transforming them into fat purple mitts. Ricardo writhed blissfully inside his rubber suit, the cool tightness relaxing him as lay on the ground.

As the pressure spread into his face Ricardo opened his eyes again, staring amazed as a muzzle grew from his face. He lifted his paws to feel it, squeezing it experimentally as he adjusted to this new weight on his face. As his muzzle continued to grow Ricardo could only savor the strange new feeling this body afforded him, though for all its strangeness, he was growing to like it.

Ricardo rolled about as the water rushed in, trying to let it flow in more smoothly as different parts of him ballooned out. He rolled on his belly to let his butt grow and felt another odd sensation, a sharp pressure protruding from the base of his spine. Twisting his body, the round and pudgy Ricardo saw his new tail growing. He grabbed it with his paws, murring as he hugged his new tail to him tightly. Jeff and Billy watched on as their friend finished his transformation, his purple body fading to blue on his belly, two blue stripes starting at the top of his head, running down his back and over his huge water filled skunk tail.

Billy pulled the hose from Ricardo's mouth, smiling as the new skunk wrapped his arms around himself. Jeff came up from behind Ricardo, grabbing the skunk's huge tail in a big hug, the tail compressing tightly in his arms. Ricardo's eyes went wide as he moaned with pleasure, most of the water rushing out of his tail, doubling the pressure around him as the water pressed the rubber tight to his body, squeezing him tenderly from all sides. Finally Billy came up and sandwiched the skunk between him and the gator, sending Ricardo into a rubbery bliss.

"See, I told you it was cool! Though now, I think we should all go off and try to get more of our frat brothers to join us. I mean after all don't you think it would be better for the bros to be big and cuddly like us?"

Both the other boys-turned-water balloons nodded their agreement, waddling off in different directions to go find more people to convert. Billy wandered off, rubbing his paws together as he planned to lay a few traps of his own.

Chapter 3- Buzz

Alex Parsing had just finished the ironing. He was one of the few people in the frat house how could do laundry and he was the only one who could do it well, and besides he really needed the money. So he spent the weekend doing laundry and studying, anything to avoid his girlfriend really.

She was a sweet girl, but it became clear to him after months of dating that Margie wasn't the one. He would have dumped her, but in truth he was scared of his older hulk of a brother Josh beating the crap out of him if he did. Thoughts of Margie and her brother in his head, he folded the laundry blankly.

His roommate Luke at least was one he had going. They were best friends by the end of the first month of school, and there was little they didn't do with each other. Thinking back on it Luke had warned him about Margie. He had been trying to help him with her. That reminded him. He had forgotten Luke's laundry in the room.

Opening the door to the laundry room, Alex walked straight into a purple and blue door. Or something to that effect. Surprised, he tripped over a stray sock and fell face first into the two-toned wall.

"What the heck!" Alex yelled as the wall gave way to his weight, slowing his descent as he fell on his belly. The purple and blue mass supported him well enough, feeling oddly like a smooth squeaky waterbed. As Alex tried to get his bearings, the ground started to move under him. The movement threw him back against the waterbed. One side curled upward, stretching itself over Alex before pulling downward, squeezing him tight. He blinked as he felt himself lifted upwards, his body spinning as the thick sheet curled up around itself. As he turned Alex caught a glimpse of a fat purple backside. Looking up, he spied the face of a very pudgy blue and purple skunk, completely covered in some sort of latex material. He groaned as the skunk's tail wrapped around him tightly and nearly covering his entire body as his head and feet dangled each side of the rolled up tail.

"Well what do we have here?" said a voice Alex recognized. Was it Ricardo? He looked to see the purple face of a skunk like creature that looked sort of like a stuffed toy.

"I somehow knew you'd be down here Alex. Though that conclusion didn't take much detective work, since you're here every weekend anyways!"

"Ric? Is that you?" said Alex with surprise, struggling against the tail that was holding him. The skunk used an arm to pull him closer, giving him a perfect view of the skunk's body. What a body it was too he thought, if that's Ricardo then he definitely bulked up. Or fattened up, more accurately as Alex watched the skunk's bloated belly jiggle with every movement.

"Yep, I guess you could say I'm the new and improved Ricardo," the skunk said with a wink.

Alex looked at him disbelievingly. "This is an improvement, Ric?" he asked struggling against the tail's grip. "C'mon buddy, just let me go!"

"Oh I think you'll enjoy this," the skunk said, turning. "Follow me!"

Alex didn't take time to laugh at his bro's joke as the skunk waddled off with him in tow, bouncing along as the skunks' heavy tail sloshed to and fro. Soon they came upon the communal shower room and bathroom of the frat house.

Alex watched as out of the door walked a giant orange and yellow raccoon much like this purple and blue skunk, though more pear shaped to the sphere-like skunk.

"I was hoping to find you. Look who I caught!" said the skunk happily, turning to waggle his tail proudly for the balloon coon.

"Oooh, nice catch skunky! I just laid a trap for Samuel in the shower room myself. He just stepped into the shower, so we've got some time to wait. He'll get a little surprise when he goes to dry off, however." said the raccoon happily

Alex's struggling finally paid off as he managed to get his legs free enough to kick out at the raccoon. He pulled back and landed a boot solidly on the raccoons chest, but it didn't phase him in fact he seemed to like it a bit, giggling as his body sloshed from the impact.

"Oooh that tickles" said the coon happily. "Here, let me help you with that!"

The raccoon reached out and grabbed his foot, pulling his boot off with a flick of his fat paw, then going back for the sock. The raccoon did the same to the other leg, giggling as he tossed Alex's clothes over his shoulder. Alex struggled more as the raccoon reached into the skunk's wrapped up tail, grabbing the hem of Alex's pants before tugging them clean off. Alex felt something odd as if the button and zipper just snapped off and suddenly his pants and underwear were flung off of him.

"What the..." he cried in indignation as he writhed against the skunk tail holding him, now feeling its oddly cool temperature against his loins. It felt really nice actually, he felt himself blushing as he grew an erection. It had been a while since he had gotten off, he thought; even this was getting him horny!

The oddly undulating tail that moved in perfect counterbalance to his struggles, the sloshing of the water absorbing his movement, the liquid inside of it pushing in on him as the smooth rubber caresses his body.

"Ah, I think he's starting to like it!" said the skunk, smiling at the coon.

"Okay, now we need to get that shirt!" said the coon, clearly enjoying himself.

"Fine by me! Grab it and let me handle the rest," the skunk said, twisting the boy's head to face the raccoon. Billy gleefully reached in and tugged his shirt off, tossing it aside as he pressed a fat finger to Alex's nose, poking him teasingly before dancing off into the background. Alex felt his body move as the billowy tail seemed to push him one way, wrapping over itself like a corkscrew as the broad tail sealed over the boy, trapping him completely inside the skunk's tail.

"Wha-what are you doing to me?!" Alex asked the obvious question as the tail wrapped tightly over his face, leaving him yelling muffled obscenities into a wall of rubber that surrounded him.

"Oh hush," Billy scolded, "you'll enjoy this!"

With a surprising quickness Alex felt his body being squeezed into the skunk's tail like vice grip, so tight he could barely breathe. Just when he thought he couldn't take any more the tail loosened, holding him gently as it placed him on the ground. He felt the skunk's tail retract, but something odd struck him. It felt as if the tail was gone, but he was still trapped. Then he realized the skunk's tail had come off on him, encasing him in a perfect blue cocoon. He found he could breathe normally now, his nose and eyes hadn't been covered in rubber.

"Ooh...I love that feeling I'll have to do that again" said the skunk, his fat tail twitching giddily.

"I think you forgot something" said the coon, tsking at the skunk.

Alex craned his neck and saw his entire body was in a perfect royal blue rubber mold of his well toned body, nicely chiseled from the regular but not to extreme exercise he had been doing for years. Everything from his littlest toes to his nipples were held in perfect relief inside of this rubbery carapace. He tried to move but found his legs and arms had sealed to his body.

"Oh, I meant it that way Billy" said the skunk. Billy? As in the scrawny guy who lived across form his room, Alex thought. He was the giant raccoon balloon that had stripped him?

"Oh Ricardo?" asked the raccoon putting a large yellow mitten over Alex's crotch and rubbing it. Alex groaned a bit, the encasing rubber did feel weirdly good on his body. He felt kind of sexy being revealed like this too.

"Sure! Just bring him over here and I'll show you," said the skunk turning and pointing to his large blue belly. The raccoon dutifully compiled, hefting the boy easily off the floor as Alex felt his body squeezed tight in the raccoon's pudgy arms. Suddenly Alex felt this face thrust into the heavy yet soft belly of the skunk, feeling the skunk's paws cup the side of his head, pushing his head deeper into his massive gut. The rubber gave way easily as the belly engulfed his head, water rushing about inside of the skunk as if he was just a giant water bed. Alex panicked as he tried to struggle free of the skunk's grasp, but his fat mitts held him tight as he felt the cool goo creeping over his face. His struggles stopped as his face was now rubberized like the rest of him.

The skunk pulled Alex out of his belly with a loud squeak, holding the completed cocoon aloft to admire.

"Oooh, he's cute just like this!" the skunk exclaimed.

"He'll be even better when we're done," the raccoon reminded him, grabbing Alex's rubbery body and hefting him up.

"C'mon...I have just the thing for him in the commons room!"

"The hose?" asked the skunk as he grabbed one side of Alex, pushing his body against the coon as they both shivered delightedly from the contact, feeling the squirming Alex between them.

"Better! It's a little something I found them in the pantry," said the raccoon with a mischievous smile.

"Hmmmm, a mystery eh? Alright then," said the skunk coyly as he and the raccoon waddled down the hallways, their guts jiggling side to side as they went. They bounded down the stairs together, their tummies bouncing up and down as Alex could tell they were enjoying every minute of it. Alex felt himself hugged tight between the two belles, enjoying their friction against his rubber body as he wondered if he would soon end up like Billy and Ricardo trapped inside a balloon animal?

They were soon entering the commons room, the usual mess that cluttered the room now replaced with various rubber hoses and pumps and latex strewn about. Billy led them towards the corner where sat two large metal barrels. The raccoon steered them towards, putting the cocooned Alex softly on the ground.

"The kegs?" asked the skunk with a touch of surprise.

"Yep! Two big full ones" said the raccoon "I found them in the pantry. I think someone was planning to have a beer bash later. Well, they won't mind if we start the party a little earlier."

"Wonder who it was? Ah well....no matter now," said the skunk, rubbing Alex's chest as he struggled a bit; though at the same time part of him wanted the skunk to stroke him more as Alex was really starting to enjoy the feeling of rubber on rubber.

The two critters both stood around Alex for a few minutes, cuddling the slowly writing cocoon while also massaging each other's bellies in a symphony of squeaks.

"Say Ricardo, I had a thought," Billy said after a time.

"Yeah Billy?"

"Billy was my human name. I think from now on, I want to be called 'Balloon Coon,'" the raccoon smiled, hefting his gut "It can BC for short, if you're into the whole brevity thing..."

The skunk giggled and hugged his friend tight. "I like it! I want one too. I'll give it some thought later. Right now, we have work to do, Mr. Balloon Coon."

They both looked down at Alex, who was wriggling about, moaning softly.

"We'll see what name he wants when we're done," said the coon with a smile. Taking the keg's tap, he attached the nozzle to Alex's head. Giving the keg a few pumps with his fat paw, he turned the nozzle to free-flow as the golden lager began to flow quickly into Alex's blue cocoon.

"Enjoy, Alex! I picked this one out especially for you," the coon winked as Alex moaned, the cool liquid starting to trickle into every part of his suit.

"Wait! Guys! What's going MMMMPPpph?"

Alex tried to protest one last time before he felt the tube start to gush with liquid. But it wasn't going into his mouth, rather it was flowing downward between layers of his cocoon, his form bloating out slightly. Alex could taste the fizzy bitterness through the rubber covering his mouth, blinking as he realized it was the kegs for the party he was being filled up with now. Alex had always been a moderate drinker, as he liked the end result of the booze rather than the taste of the beer itself. Now however, he couldn't get enough of it. He could taste all of the brew flowing into him now, his body swamped with the weight of the beer.

Alex struggled a little initially, but it was clear he was finding his comfort zone as he start to suck on the nozzle heavily. It tasted great, he thought as it flowed in. The he realized he was starting to feel a weird constriction. Looking down he saw his gut was expanding outwards, his cocoon stretching to accommodate the lager. As his middle expanded, the deep royal blue faded along his belly, becoming lighter in color. The beer continued to flow as he could feel it flowing all over him inside of him, filling him so nicely.

The beer flowed into his arms as they started to get pudgy, soon unsealing from his sides. The beer flowed to his fingers where the rubber sealed into perfect seamless mittens, his hands taking on the same lighter hue as his belly, Alex stretching his sky blue fingers experimentally. They felt wonderfully pressured with beer. He took his mittened paws and rubbed them across his ever-growing belly, swelling out from the sheer volume of beer as Alex teetered to keep his balance. He sucked determinedly at his tube though, beer gushing into him as Balloon Coon pumped the keg furiously to maximize the flow.

Alex felt the beer leaking down his legs now, the pressure building as the cocoon unsealed allowing the liquid to enter freely. His legs quickly became puffy with the brew, the cool sparkling lager massaging his legs with a wonderful pressure. His feet billowed out into big puffy footies. Standing firm, Alex kicked out his feet, thinking how they felt wonderfully full of liquid now. He was surprised how much he was enjoying this as he laid back on the ground and rubbed his distended belly. It was bigger then the rest of him proportionally, much bigger.

He felt a weird pressure over his butt, moving a bit to give it freedom. It felt like a balloon was being blown up from his rump, wasting no time filling with beer as the tube grew larger and fatter, flopping to the ground. Then he realized it was his tail of course and it felt nice and full now. Though a little smaller and thinner than the raccoon and skunk's tails sadly; not nearly as full of nice heavy liquids. His moving about jiggled his own large belly as he groaned with pleasure, the beer washing over him again and again. He could still tasted the brew swirling around him, though it tasted even better now. He gurgled happily as he drank, feeling a poking on top of his head.

"Oooh...his ears are starting to grow in!" the skunk noted.

Alex reached a bulbous paw upward and felt he was right, as two thick triangles had spouted up, making for a nice set of canine ears. He heard a light rumbling as Balloon Coon rolled a mirror into the room, setting it up right in from on the expanding Alex. Looking at himself, he saw his body had swelled to cartoonish proportions, a giant round mass hanging from his belly. It looked like, dare he say it, a beer gut. It sloshed about a lot more then the other balloon's guts too, he could feel it. It really spread the beer all over him, the current pressing the rubber against his skin tenderly, the suit squeezing and contorting seamlessly around the boy. Moaning deeply as he ran his paws up and down his body, Alex sucked at the tube as his nose and mouth exploded outwards, growing rapidly into a broad muzzle and then into a long and thick snout. He could feel his heavy tail wagging as he looked at himself in the mirror, the face of a pudgy smiling wolf staring back at him. As his snout finished the kegs sputtered, churning the last bits of foam into him before running dry. Though he wouldn't have minded more beer to fill him, Alex felt contented now with his girth as he padded about on his bulbous paws.

"Mmmmmmmm," Alex moaned, rubbing his massive gut.

"Wow BC, you were so right...he is cute! Great job on Alex there," the skunk said, reaching a paw down to scratch Alex behind the ears.

The raccoon approached and joined in, massaging the wolf affectionately with his thick rubber paws.

"Awwwww...who's a good wolfy?" the raccoon giggled, scratching under Alex's chin as his tail wagged happily.

Alex let out a joyful howl as he snuggled the coon tight, grateful for his new form. The coon offered him a paw and helped him stand, the wolf wobbling uneasily for a bit, trying to find a good center of gravity for his new overhanging gut. As he sloshed about he began to really enjoy the beer inside of him, making him feel so nice and tight but at the same time so full and bouncy. He looked in the mirror and saw his belly had a large wide stripe running from his snout all the way down to his inner thighs that were light blue that matched the inside of his wolf ears and his paws. The rest of him was a deep royal blue. He lifted a footie and discovered slightly distended pad balloons that when he stepped squirted a little beer upwards massaging his feet.

"So Alex...do you like it?" the coon asked, rubbing his belly.

'Oh yeah!" Alex said lifting his paws up triumphantly.

"Mmmmmm good...you do make quite a snuggly wolf," said the skunk coming up behind him and hugging him tightly. Alex's eyes widened at the feeling of the beer being forced out from other parts of him, making his belly and arms even bigger then before. He moaned in deep pleasure from the hug, the raccoon joining in as well only deepening the wonderful feelings of being snuggled as a balloon for the first time. He noted offhandedly on the ground was a very large beer hat they had been modified to connected up the kegs and with a much larger rubber hose, his own personal foam-dome. Giggling, Alex hugged himself tightly.

"So Alex you see we absolutely must share this with the other frat brothers," said the raccoon, stroking behind his ears.

"I totally agree!" said Alex happily playing with his gut as he gave a one arm hug to the purple skunk who had so nicely cocooned him. "Though please call me Buzz now, Balloon Coon."

"Buzz it is!" said Balloon Coon, happy the transformation had gone so smoothly.

The skunk waddled up from behind holding a large white tank-top, pulling it over Buzz's head.

"Hey, what's this?" Buzz looked around, the tank-top caught on the tops of his ears. The skunk and coon giggled as they helped their friend put it on, the shirt stretching from his sheer size but fitting nicely, Buzz pulling his arms through the shoulder straps.

"There...now you're the perfect beer-filled wolf, Buzz. The tank-top just completes the look I think," the skunk said, holding his chin with a paw.

"Heh...I like it!" said the wolf emphatically pulling it down taut, seeing how well it framed his now larger belly nicely.

"Allrighty!" said the raccoon, "I better get to work on a few other things. Call me when we have some more cocoons to inflate, OK guys?"

"Okey dokey. I'll stay here and make sure no one messes anything up" said the skunk watching he raccoon waddle off.

The wolf giggled. "You just want to cocoon someone else in your tail, don't you?"

"Yeah....so?" the purple skunk shrugged his shoulders and smiled.

"Lucky them! Well, I'm off too then. I'd like to have someone to cocoon myself, and I think I know just who," said the wolf happily walking off his gut swaying heavily from side to side. With every step his suit gave him a rush of gushing beer inside of himself to enjoy. This was too wonderful not to share.

Chapter 4- Traps and Tummies

Samuel Donner, better know as Slamming Sam to his football compatriots turned off the shower head. He had the day off from practice and didn't have to worry about anything. Sure there was a test in one of his classes he had neglected to study for but the coach would ensure a pass for him. He was too good a player to not be on the field because of a lack of studying at school.

He was big and beautiful for all the time he spent in the gym lifting weight and doing exercise and the shower he had just taken only served to magnify the effect of his perfect physique as the water beaded up on his bronzed skin. His only real problem was the frat house he lived in now. Some of the guys here didn't seem to realize how truly great he was and seemed to think that their opinions mattered. Feh. They wouldn't even let him throw any keggers in the middle of the week because some of them had to 'study' or some silly reason like that. But he had been stocking up a few kegs he'd found and was preparing for a beer bash soon enough. It he had to make it a surprise party, then so be it. He knew his bro's would appreciate the party and all the women he'd bring over. They would all thank him in the end.

Sam wiped the water from his eyes and parted the shower curtain, stepping onto the cold tile floor. Walking over to the towel rack, he grabbed his bright white towel and wandered back to the shower section where it was a bit warmer, wrapping the towel around his waist as he walked. As he reached the shower section he realized something. The towel felt very odd on him. Not just odd, but weird. It felt like rubber.

As that realization came to him suddenly the towel shifted and tightened around his waist, hugging him tightly as it began to change shape. He suddenly found his crotch cupped and held tightly in a perfectly formed white rubber cod piece. The towel now held his body from his waist to his knees in a perfectly sculpted rubber shell that highlighted every muscle every vein of his body. He tired to pry it off and as he did the towel began to flow and move. It started to creep down his legs locking them as well in rubber as it climbed up his waist over his six pack abs and then over his pectorals. The thick white rubber crept down his arms at the same time it flowed over his feet, sealing his toes in tightly. The rubber soon overcame his hands as it flowed up his neck then over the back of his head, finally meeting at his face. There the rubber sealed finally shut tight, locking his entire body in a prison of white rubber. As soon as he was completely encased, Sam suddenly felt the rubber squeezing in hard on him. He groaned as the suit tightened around him, the material feeling smooth and warm on his naked skin.

From the outside, Sam looked like a perfect alabaster replica statue of himself, held in tight relief standing and caught in the pose of walking to the shower, since the rubber had moved so quickly he had barely had time to react to it. He stood frozen for a time, every attempt at movement met with firm resistance form the rubber. It felt surprisingly good to the point where his body attempted to have an erection but couldn't thanks to the rubber's tight hold, which caused its own weird feelings of pleasure on top of that.

Time passed in its own weird way when suddenly a brightly colored raccoon walked into the shower. A bright fat raccoon that was human sized and made of rubber that squeaked as he walked and who made a strange sloshing noise with each step of a foot and bounce of his tummy.

"Oooh I knew that trap would get you," said the raccoon happily, "and it seems to have caught you very nicely."

The raccoon came up to him and hugged Sam tightly, their mutual rubber bodies squeaking together. The coon grabbed his crotch and held it tightly. Sam wobbled a bit in surprise and pleasure form the strange touch. Suddenly he found the cod piece of his rubber prison slit enough for his penis to become hard and then seal again around it.

"Couldn't have you feeling all cooped up like that. This way, you can feel the full brunt of what happens next!" The coon smiled and squeezed his package, Sam tensing in his cocoon as the feel of his paw sent chills up and down his spine.

Sam would have gulped if he could, the strapping young lad wondering what would happen to him next. But another part of him was filled with unbelievable rage. Rage at his position, his treatment, and most of all rage at this neon-raccoon freak for trapping him.

It seemed the coon could feel his emotion, scolding Sam "My my Sammy...we are a hothead aren't we? I found your beer downstairs by the way. Nice little stein hoist you were planning without telling anyone," the raccoon said, rubbing Sam's pecs.

"You'll have to tell me all about that later. Sadly for you, I've used the beer for something else. I'm afraid you won't be getting it back," the coon smiled, enjoying teasing him greatly. "Of course, just look at yourself! You're in no position to do anything right now."

Sam nearly shook with rage when he heard his party had been ruined by this thing, his hard bought beer drunken, and he was beaten like this in a cocoon. Whoever this raccoon really was, he would smash his face in when he eventually got out of this cocoon.

In his rage, Sam barely noticed as the skunk brought in two large mirrors, one on either side of him. The coon must have some how snuck them in before how he had no idea. Perhaps the orange coon had friends. But they reflected his image on two sides so as to give him a good view of his white rubber cocooned body.

"Oh I think you need to cool off" said the coon turning around. He smiled as he grabbed a removable shower head and set it on single jet. He then stuck it onto Sam's mouth where it seemed to seal itself.

"Here have a nice drink of water and cool down. I'll be back in a bit!"

The coon turned on the water and left the bathroom with Sam still standing there.

While his compadres were off searching the house, the alligator formerly known as Jeff had waddled into the back halls of the house, his heavy water-filled tail thudding against the walls in rhythm with his steps. The gator came to a T in his path, his squeaky body coming to a halt as he strained to listen for any signs of life down the darkened hallways. He grinned slightly as he heard a soft rhythmic thumping down the hall to his right, the gator knowing that Damon must be listening to his headphones in his room again.

As quietly as he could manage the gator snuck down the hall towards his friend's room, his giant body lurching with each step of his bulbous clawed feet, making it hard to concentrate as the sloshing water accentuated the feeling of the tight rubber all around him. He paused for a moment to cuddle himself before regaining focus, the gator shaking his head as he giggled, wondering if he'd ever get over the blissful feeling of his new body long enough to share it with someone else.

Upon reaching his friend's room the gator stopped short, shifting about silently. Seeing that the door was slightly ajar, Jeff craned his neck to peer into the crack. He caught a glimpse of Damon, head bobbing as he lay on the couch listening to music, facing away from the door. The gator lifted a pudgy clawed hand towards the door, his yellow palm compressing as he pushed the wooden slab.

The door creaked slightly as it opened wide enough to let the gator through. Jeff took a cautious step forward, trying not to alert the Damon to his presence as he snickered to himself, jaws wobbling as he thought what a great surprise this would be for his friend.

Sidling up to the side of the couch, the corpulent reptile loomed large over Damon, who sat tapping his toes completely unaware. As Jeff looked down at his friend, a strange desire overwhelmed him. Partly from the wish to share his balloon gift with his friends, but partly from a kind of hunger too, as he found himself wanting to fill his body up nice and tight, stuffing his belly with the weight of his friend. Opening his jaws wide, the low light shined off Jeff's smooth rubber skin as he lunged...

Damon looked up in time to see a green and pink flash before being plunged into total darkness. As his mind raced to figure out what had just happened, a constricting tightness enveloped him clamping around his head and pulling him upward off the couch. Damon flailed about at the mercy of his unknown assailant, his head and shoulders completely engulfed in a rubbery bite.

The balloon started chomping him squeakily, sucking Damon deeper into his mouth as the gator groaned deeply, chewing harder at the boy. The smell of warm rubber filled Damon's nostrils as he found his face pressed against the back of the pliable throat, the rubber seeming to give way as he slid deeper into its tight embrace.

Damon held his breath now, writhing as best he could in the gator's jaws. Though they squeezed him tight, the biting didn't seem to be hurting him; in fact it felt kinda odd. Like he was sinking into the world's biggest water balloon. As he chewed, the rubbery inner lining of the gator's mouth seemed to be coming off, slowly coating him in a layer of pink goo. Damon soon found his arms pinned firmly to his sides as the jaws continued to clamp down, severely hindering any chance of escape.

Damon's struggles lessened as the stickiness increased, squeaking louder and louder as his flails failed to do anything but pile on more of the sticky rubber. Tumbling helplessly in the jaws of a giant water balloon alligator, he could feel himself sink deeper into the balloon's throat, finding himself upside down as the gator's throat stretched wide to accommodate his shoulders. A light draft caught Damon's backside as the gator opened its mouth again, making him dimly aware that his clothes were melting away from his body. The thick rubber tingled coolly as it pressed tight against his naked skin, the smooth surface unaffected by the sticky goo which allowed Damon to slide down the throat with ease.

The gator heard Damon's pleas and smiled, pudgy paws helping his friend's feet into his maw as he shut his jaws tightly, the only evidence of Damon now just a bulge in his throat, stretching his rubbery hide out greatly. He chewed happily, coating his legs again and again in sticky rubber; the gator savoring each bite as the girth of Damon's body caused the pressure in his body to swell wonderfully, ballooning him out noticeably. The pudgy reptile growled deeply, massaging his entire front side as slowly the bulge slid downward, dropping with a plop into his waiting belly and causing his whole body to jiggle.

Damon panicked as he finally let his breath go, panting. Oddly that he could breathe just fine inside the gator, though that seemed to be the least of his worries right now. He found himself in complete blackness, pawing around blindly in a waist-high puddle of rubbery goo, his hand only able to feel tough stretchy rubber walls all around him. He felt a rumbling as his consumer wriggled about, a deep happy growling shook him as Damon felt fat paws groping him through the walls of the gator's bellysac. Figuring escape to be pretty much impossible at this point, Damon just positioned himself more comfortably, laying in a fetal position as he gave into the massaging all around him, the human even murring softly as he curled up.

After what seemed like hours the gator stopped. Shifting its weight, his body shook as he seemed to be moving now, though to where Damon had no idea...

Back in the bathroom, Sam felt the water rushing into him from the shower head, feeling weird, yet warm and soothing. It flowed in to his surprise; not into his mouth but rather it trickled down to his stomach. That's where it started, a feeling of tightness tighter and yet more malleable than the cocoon. It massaged him and shook as he tried to move and felt nice, actually.

As the water rushed in he glanced in the mirror in front of him, his perfect chiseled stomach start to bulge outward until it became a noticeable gut. He didn't have time to worry about that because as soon his gut really began to swell the rest of his body seemed to come under the effect of the 'drink' he was having as well. His arms felt suddenly weightier as they unsealed from their stationary position, hefting down to his sides. His legs felt like they were encased in water filled waders as he felt them forced apart form a growing girth of his thighs, not to mention his gut's continuing growth. He felt and heard the sloshing of water as it continued to fill him. He watched as his body became progressively fatter and heavier with water loosening all of the definition and muscle he had worked for.

A strange pressure grew on Sam's face as he saw a protrusion from his nose blocking his view. He watched as it grew further outwards, becoming a soft blocky shape. In the mirror he realized it looked like a muzzle on a cat of some kind. A pink rubber nose twitched at him as his cheeks bloomed outward, the weight growing on top of his head as two oval shaped ears made an audible popping noise as they filled with water, wobbling atop his head.

Looking in the mirror, he realized his face looked very familiar even as it rounded out and became very pudgy. His face was now that of an overweight tiger. Scanning down, he noticed as black stripes began to manifest across his sides and back, Sam's large body disappearing under several inches of an all encompassing water balloon, looking more like a rubber tiger than a man.

A pressure in his rear signaled to Sam that his tail was forming, a white rubber tube squirting out and filling quickly with compressed water. His butt grew along with it, seeming to be pulled out along with his lengthening tail as they both swelled as the water continued to pour in. He felt a pressure at his feet as he tried to adjust his stance, just standing was becoming a difficult task as the gallons of water weighed heavily on his massive frame. His predicament was made all the more difficult as he felt a pressure around his feet, the water hugging them as his feet inflated, seeming to sap some of his strength. His hind paws grew to cartoon-like proportions inflated with three fat toes tipping them. Struggling against the suit, Sam found he could just wiggle his toes if he worked at it, the cocoon slackening as his new body came to shape.

Sam watched in horror as he continued to grow, an anxious looking pudgy tiger staring back at him. In a last ditch effort to escape, Sam tried to bring his pawed hands up to tear out the hose before he got much bigger. His fat water filled arms felt heavier but as he sloshed about he found that he actually liked the feeling of moving them again as they separated fully from his sides. As the water rushed in, his hands quickly ballooned into fat paws. He wiggled his giant over-inflated fingers, packed so tight with water he could barley move them to grab the hose. He managed to grasp the hose using both paws, but tugging at it he found it wouldn't come out so easily. He wobbled about as the water sloshed around inside him, moaning deeply feeling it move about inside of him as the swirling flow massaged him over every nook and cranny. His crotch felt especially tight and encased as water massaged it, Sam reaching down a paw to knead himself, jolts of pleasure coursing through him as the rubber held his cock nice and snug in its embrace. It felt so good was all Sam could think.

He looked in the mirror he was getting progressively larger as the water gushed in him and hugged all around him. His gut was gigantic now, swallowing his chest in a massive ball of rubbery flab and pushing his legs even further apart. But his belly played off his striped sides and gave him a very sexy definition he found. He reached out wide and rubbed his still swelling water balloon belly, his paws squeaking loudly as Sam purred deeply from the sensation it gave him. He felt his body shifting and gushing with water, feeling it wash over him in waves as it pushed the rubber tight against his skin.

Sam had to lean forward a bit to keep any semblance of balance, but he was just filing so quickly. Soon the water was too much, his gut now touching the floor even as he was standing. He groaned feeling it rub against the floor as it grew so big and tight and full. He finally had to sit down from the weight of his own body, lifting his legs as he fell back onto his cushiony posterior as he jiggled heavily.

He moaned again, feeling as if he was floating in a wonderful pool of water, not a care in the world. He closed his eyes at the tightness and the gushing and the massaging of water. It was all too wonderful. He opened them again and saw his body in the mirror, a giant obese tiger staring back at him. He scanned down his body, his face fat with numerous chins of rubber leading to a titanic belly and body that dwarfed his tube legs and arms. He rubbed his arms over what part of the belly they could touch. It felt wonderful. He purred at the feeling not even surprised he could purr now. He just kept growing and filling with water. It felt great. Why had he ever not wanted this; why had he been so angry? It was hard to remember why now. He couldn't even see getting angry over anything now that he was a giant water balloon tiger.

"Oooh...now this is interesting," said a voice. The tiger opened his eyes and looked at the pudgy raccoon who waddled over to him and then threw his body against the tiger, using his fat gut as a giant pillow. Massive amounts of water were pushed away to other parts of his body as the coon squeezed him, his eyes widening at the sensation of an even tighter inflation. He moaned and purred at loudly now, losing himself in the feeling of his new rubber body.

"Enjoy?" asked the coon, getting up to turn off the water before removing the hose from Sam's fat snout.

"Oh yeah," said the tiger happily, rubbing his gigantic body as it squeaked a bit more. He snuggled into himself relaxing against the wall, which was easy as his fat back had already been touching it. The coon fell against him and hugged him once more rubbing his belly as much as he could.

"Mmmmmmmm!" moaned the tiger happily, "thanks so much for this. Oh man, I can't believe how big I am. Think I can get bigger, coonie?"

"Oh of course you can," said the wobbling raccoon, "But we'll have to hold off on that for now. After all, there are more brothers in the house that need the water to become balloons."

"Dang. Well, I guess that's fair. But after they're all done you'll have to get a bigger belly too!" said the tiger poking the much smaller fat raccoon, who giggled and hugged him back.

"We'll see," said the coon, tracing a circle with his paw on the tiger's chest. "Shall I just leave you here then?"

"Sure! I don't think I can stand anymore I'm so big," said the tiger. "Not that I mind, I just want to float here a bit more."

"Fair enough. I'll send a few other balloons in here to cuddle with you soon enough" said the coon with a wink.

"Awesome. Hey when my football bros come here for that kegger, can you send a bunch in here to become balloons too? I want them to be fellow immobilized waterbed animals. Then our giant bellies can rub against each other and we can cuddle. Besides, those guys need to get rid of all those hard muscles and replace them with soft water and rubber."

"I'll see what I can do," said the coon with a smile, glad to see Sam inducted to the balloon fraternity.

Bounding downstairs happily after another successful conversion, the Balloon Coon returned to the main room where the gator sat cuddled around a huge bulge in his belly. The coon waddled over without a word and joined in, wrapping his arms tight around the gator's scaled belly feeling the slightly pudgy cocooned brother wriggling around within him.

"Ooooh...great job Jeff!" the 'coon beamed. "Feels like you had fun with this one. Now let's put him through initiation!"

The gator almost seemed disappointed to be giving up his catch. Reluctantly, he opened his jaws. The gator shifted his shoulder forward, rolling onto his belly slowly as Damon's cocooned body slid smoothly up the gator's throat, sliding out onto the floor with a squeaky thud.

"Mmmmmmm...he was a good one," the gator growled in a low voice, rubbing his belly contentedly, "I guess just couldn't help myself."

The coon looked down at Damon and shook his head with a laugh. The bro visually looked like he was inflated already, as the time spent tumbling around inside the gator's belly left him coated many times over in sticky pink rubber, which had since cooled into an extra-thick rubber cocoon.

The coon shrugged. "Oh well!" Turning quickly to grab the hose, he handed the nozzle to the gator, who grinned broadly. "Here! You caught him, you should do the honors."

The gator took the nozzle gladly, straddling the barely-wriggling Damon as he stuck the hose firmly in his mouth, the cocoon eagerly attaching itself to the hose creating a tight seal.

Taking control of the faucet, Balloon Coon turned the water on full blast as Damon's cocoon swelled suddenly, the pink rubber ballooning out around his mouth and quickly spreading to his chest and waist. Damon groaned in pleasure as he felt the water being forced in his already tight cocoon, the cool flow seeping all around him creating a cushion of water. Damon moaned muffledly as the influx of water pressed in on his mouth, the rubber sealing his lips shut. He watched helpless as his belly ballooned out wide, his arms peeling from his sides as his gut grew, his legs breaking free as well. He thought it the perfect opportunity to run in one last gasp of panic, though as Damon tried to waddle away, water rushed into his arms and legs, his rubber suit ballooning out quickly as the pressure squeezed him in tight. He groaned in pleasure as giant fat haunches bulged out from his thighs, pressing tight on his groin as a cool rubbery grip pressed tightly on his growing erection. He felt water filling around his hands as he pawed at his crotch, his cock growing just hard enough for him to paw it, pressing down squeakily as rubber pressed against rubber, the water shifting around his cock squeezing it tighter. He soon found himself lost in the feeling, barely noticing the water rushing into to his legs and feet as his toes bulged out flat, quickly filling with water as they shaped into long floppy pink feet, the toetips taking on a lavender hue.

The gator and raccoon surrounded the growing balloon, stroking and cuddling the pink mass of rubber as Damon inflated. As he grew his coloration started to come in, Damon's belly and toes colored a deep lavender while the rest of his body remained a deep rosy shade of pink. His haunches looked almost too big for his frame, but that worry soon vanished as his belly ballooned out with water; all trace of Damon's human form disappearing inside the fat rubbery coccoon. His chest swelled while his arms thickened into fat water-filled sausages, pools of liquid swirling around everywhere inside him. Damon's hands, already trapped inside thick rubber mittens, ballooned out into perfectly round spheres, taking a deep crimson hue as his hands became thick padded rubber boxing gloves.

"Ooooh...a kangaroo! Very interesting," remarked the Balloon Coon as the two critters admired the inflating 'roo. He writhed about helplessly, his corpulent body showing only minor struggles as the hose kept flowing. His belly was now four feet across and still growing, a thin slit forming on Damon's belly, thickening into a rim before turning pink, revealing a new pouch on the roo's already huge belly.

Inside his inflating cocoon Damon wriggled about in sheer pleasure, his hard cock sliding wonderfully against the tightness surrounding his groin as he teetered at orgasm. His body felt so nice and big now, his belly was so nice and full he thought as he waddled, balancing on his long floppy feet.

Damon admired his boxing mitt paws, completely forgetting the hose still attached to his face. He saw the coon out of the corner of his eye, catching sight of him as he grinned.

"And now Damon...time for you to become one of us!" with one last crank he turned the hose as far is it would go. Damon felt an intense pressure in his face as it bulged out quickly, his mouth stretching out into a long muzzle, the sound of water swirling around his head making him dizzy, lost and tumbled helplessly in a rough tide of water. Two floppy ears sprouted from his head, filling with water. The flow of water slowed as Damon tried to regain his wits, his head swimming with the new weight surrounding his skull. Stretching out experimentally, Damon looked out from behind rubber eyes at his friends, a pudgy yellow raccoon and a gator, who both stared at him wonderingly.

A broad smile crept over the 'roo's muzzle. Clutching his hands to his chest, he hopped excitedly, cuddling his own girth as best he could, rubbuing his pudgy mitts all over his body.

The 'roo blinked a moment, hopping up and down on his haunches, the girth from his enormous body causing the ground to shake, sending wonderful little waves through the raccoon and gator. Flopping his ears back and forth, the gigantic roo hopped over and picked his friends up in his arms, cuddling them tight to his chest. The coon and gator compressed against the roo in his embrace, their bodies all rubbing squeakily together as all three purred deeply, heavy water bodies pressing and sloshing against each other.

Cuddling him squeakily, the gator and coon looked up at the roo, who had a chokehold on their necks with his pudgy arms, hugging them tight to his chest.

"You're welcome!" they said in unison.

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Chapter 5- Fizzy Buzzy Not so Fuzzy

Buzz lumbered down the hall, his belly swaying side to side it as he admired it, his gut so big and beautiful to him. He loved the way it squeezed and sloshed about, the corpulent blue wolf getting distracted by his heaving girth every few steps. His rubber exterior squeaked slightly as his paws traced down his belly, moaning from the feeling it gave him. This just had to be shared. He knew the perfect person too; his roommate Luke.

Luke didn't have many friends. In truth, Buzz was about he only friend he had, They were very close they did a lot of things together despite being so different, as Alex had always been more athletic and into goofing off while Luke was a hard studier and not so much into just hanging with people. But somehow they had made it all work Buzz, when he was Alex, had been taking Luke to parties and getting him out of his shell. In return, Luke had been tutoring Alex in all of his classes and helping him along.

Buzz heaved his belly a bit and felt the satisfying plop and swishing of beer inside. Well soon, Buzz was going to do something good for Luke. Better then he had ever been as Alex. He was going to make Luke into a sexy water balloon like himself. Buzz knocked on the door to their room and waited. He could have opened the door himself but what he had planned would be more fun anyway...

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Luke heard a knock at the door. Getting up form his desk, he opened the door to find a large blue pot-bellied rubber wolf man. (This of course is a very strange thing to see when one opens the door.)

"What the heck...?" was all Luke could say before his mouth was engulfed in blue rubber. The wolf's fat muzzle pressed into him as he kissed Luke passionately, wrapping his arms around him with an affectionate squeeze. It felt odd, as if the wolf was filled with a liquid. Odd, yet very nice; passionate and yet lovingly tender.

Suddenly he tasted something on his lips. Luke's eyes widened as it trickled into his mouth. It tasted really good whatever it was. Like beer only a thousand times better. The wolf let go of his mouth and seemed to smile at him, a rubber inflated ear cocked slightly to the side. Luke smiled at the wolf in surprise.

"Um, Hi!" he said.

"Hey there yourself, Luke." said the wolf. Luke took a step back as the voice of his best friend came from the wolf's mouth.

"Alex?!" said Luke with surprise. "What on earth are you doing in that thing? What happened to you?"

"Oh, I'll tell you all about it later," said the wolf, barreling into the room and pushing Luke inside with his ample gut.

"For now, let's have some fun you and I," the wolf smiled invitingly at Luke, who still stood shocked gazing at the lumbering balloon animal.

"How...?" began Luke, quickly interrupted as Buzz grabbed him and pulled him into another powerful kiss. Luke reciprocated this time after his initial surprise, drinking greedily at the strange yet tasty brew that came from the wolf's lips. Luke found himself moaning slightly as he clung to the wolf's love handles, gulp after gulp of beer sliding down his throat.

"Do you like?" asked the blue wolf, holding Luke at arm's length with his pudgy paws.

"Mmmm...oh yeah Alex," Luke said, wiping his chin. "That tasted really good...but isn't it a bit weird to, I don't know, be kissing each other?"

The wolf shook his head, his floppy rubber ears shaking from side to side.

"Awww...it's not that weird. Besides, it's fun!" The wolf laughed, hugging Luke tight to his chest.

"Call me Buzz by the way," said the wolf. "Now come here and get another drink!"

Luke was all to willing and soon their lips were locked again in a rubbery seal, the beer rushing into him. As Buzz hugged him Luke did the same, finding the flow of beer came all the quicker when he did. Just like getting honey out of one of those plastic bears, he thought. Without delay Luke squeezed and rubbed the wolf's belly, feeling more beer flowing into him. The wolf rumbled in pleasure as Luke massaged his massive belly. Luke liked making the wolf happy; it felt good.

"Mmmm...that feels nice Luke," said the wolf as they broke their kiss while Luke continued to play with Buzz's belly. "Really nice in fact. Here, let me do the same for you."

With that Buzz grabbed Luke's shirt and tugged it off him quickly. Luke was surprised, but again the wolf kissed him and hugged him. Luke leaned back, but didn't fight the feeling of being hugged and rubbed against rubber as he was kissed by the wolf, more and more beer flowing into him. The feeling of the oddly soft rubber sliding against him was so sensual and so nice, marveling at how wonderful it felt. Objectively, Luke knew he should be freaking out or fighting this, but it felt just so nice being hugged and kissed like this with such tenderness he had never received. And besides, the beer was great.

Buzz smiled. This was going so well, he thought to himself. He hadn't even put two cups in Luke, and already his magic beer was removing his inhibitions. He loved the feeling of giving his beer out, though he lamented losing his nice paunch as beer flowed out of him. But he was making some good gains with Luke, so it was worth it. He slowly moved his larger body against Luke, moving them to the bed. He rested the human against the mattress and hugged him. Then slowly he withdrew from the kiss, moving his paws and body downwards. There he used his oddly dexterous mittens to open Luke's fly, unbuttoning and unzipping it without a hitch, quickly tearing off his pants and the boxers he found underneath. That done, he returned to hugging Luke and rubbing his large water balloon body against him, loving the pressure and sloshing of his beer as he cuddled his friend into a drunken bliss..

Luke looked on surprised as he lay beneath the squishy wolf. Never had he felt anything like this before. His pants had come off so easily, which was odd considering those large mittens of Buzz's. Wasn't his name Alex? He wasn't sure about that anymore, all he knew was that Buzz was back to rubbing him with those wonderful soft rubber mittens, his giant gut lay heavily on top of him, full of the promise of beer and joy. As Buzz lay on top of him and kissed him, he used his rubber mittens to rub all over Luke's body, slowly and sensuously. Luke was past the point of caring that, evident by his fully erect member. It all just felt so good, the feeling of warm liquid, cool rubber, impressive weight, and now an odd feeling of something sticking to him...

Buzz smiled happily, his paws rubbing over Luke leaving a thick covering of a golden brown rubber behind. The rubber accumulated the more the wolf massaged him, seeming to have a life of its own as it spread out, starting to cover Luke's skin. Buzz grinned as his paws slid down Luke's arms, sealing them in the same golden ooze. Pulling his arms downward, Buzz made sure to seal Luke's arms to his sides as the rubber stuck fast to itself. Buzz remembered what it was like to be cocooned and how great it was to feel all constricted and held in the tight rubber. He continued to rub his paws all over Luke's torso and arms, making sure every place he could get to was covered, reaching behind to coat Luke's back through some tricky maneuvering.

He moved away form Luke's face and down his body, rubbing his paws all over as he worked on Luke's waist and legs. He had not been too surprised to find Luke had a hard on, seeing it as sort of like a compliment in a weird way for all the work Buzz had put into this. Rubbing his paws over Luke's legs, he contemplated Luke's package.

Meanwhile, Luke moaned and writhed as he was hugged from all sides by thick blubbery rubber, making it hard to move properly. He felt so nice and warm right now cuddled against the wolf's billowy chest, the constricting hug making him feel as if he was on cloud nine. Barely aware of any of this, Luke moaned slightly as he arched his back, the wolf's giant body squeaking as his friend wriggled about in his embrace. Luke felt his legs sealed together tightly as Buzz's paws rubbed down to his feet.

Luke gasped as Buzz took his penis in a mittened paw. Rubbing it, pleasuring it, and feeling it, Luke soon found his engorged member tightly embraced in a rubber sheath. The big fat wolf turned and sat his heavy butt right on top of the boy's crotch, hearing a loud squeaking as a tight pressure as his rubber cock slid between the wolf's butt cheeks. Luke could barley contain himself as the tight rubber canal squeezed and massaged his cock, sinking deeper into the wolf's ample rump as he moaned deeply. Buzz bounced a bit on top of him, his sloshing body heaving and churning, strong waves pulsing up and down his member as Luke squinted hard from the intense pleasure he felt. His prey perfectly subdued by his rubbery form, Buzz nonchalantly massaged Luke's feet, the his friend writhing happily as he felt each arch, each toe, and each tendon is swallowed up in tight rubber.

Buzz heaved himself off of Luke for a moment to survey his work. Luke's body below his neck was encased in a tight rubber cocoon of golden brown. Hard to say where that color came from, as the color seemed to depend on each individual.

Luke seemed to be enjoying it though, lost in a haze of beer and pleasure stuck tight in his rubber cocoon. Best to finish things of course, Buzz thought as he pushed Luke's legs together, massaging down his thighs one last time as the cocoon sealed tightly around his legs.

Luke opened his eyes a bit as he felt Buzz get off of him. He looked down at his body. Buzz didn't notice him, as he was intent on his task of sealing his legs together. Luke looked over the perfectly sculpted covering of his body, shiny with squeaky smooth rubber. He looked up at Buzz as the wolf turned and looked at him. Buzz's eyes grew wider and he lost his smile as he saw Luke awake.

"What's the mater?" asked Luke, seeing the look of discomfort on the wolf's face.

"Oh...Uh.. nothing," said Buzz uncomfortably, shuffling his footie paws. Luke had to giggle and the silly looking wolf, looking all bashful.

"So...what's happening to me, Buzz?" asked Luke.

"Uh...I, uh.." the wolf stammered.

"Look. I know you aren't going to kill me. You're too much of a friend for that, so what's happening to me?" said Luke.

"Oh, nothing bad of course Luke. Something really great...I'm going to make you a big water balloon like me," said Buzz, meeting Luke's eyes.

"Oh, is that all? That's cool man," said Luke happily. "Balloon away!"

"Heh...man, you must be snockered!" Buzz giggled, poking Luke's belly with a squeak.

"I'm three sheets to the wind, but loving it at the same time. C'mon...I can take it!" Luke said. "Want to finish this off? Something tells me my head is next."

"Sure thing pal!" Buzz said with a grin, moving his paws to Luke's head. He smiled reassuringly at the cocooned human as he put a rubber beer filled mitten on Luke's head. Luke felt the comforting coolness of the rubber running over his skin. Buzz rubbed his big paw mittens over his ears, Luke feeling a comforting muffling of noise as rubber covered his ears perfectly. His head was lifted and then a big paw covered his face while another cradled the back of his head until Luke felt completely cocooned in rubber. He wriggled happily inside the confining rubber, he couldn't wait to feel what it was like to be a water balloon. After all, Luke wouldn't lead him wrong. He had always helped in out before to find new enjoyable things and this had been the best yet so far.

Standing up, Buzz looked at his handy work. He turned to the fridge in their room and grabbed the six pack of beer he kept in there for the weekends. Some how he used his mitten to pop the top and he guzzled it quickly. He wasn't sure how he did any of this, but then again he was a walking talking water balloon, so right there were a few things he didn't understand fully. He grabbed a second can and drank it. He reached for a third but as he did he put his mitten on his gut, stopping to feel his belly. It felt night and taunt all full of beer. Had he only given Luke two beers. Either his brew was really potent, or Luke was light weight in a major way. Buzz shrugged to himself and closed the fridge door. He would drink those other beers later. Right now he needed to balloon up his buddy.

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Buzz lumbered into the commons and carefully laid the Luke cocoon on the floor.

"Oooh...Got another then?" said Billy happily as he waddled up to Luke.

"Yep! He's wrapped up nice and tight, and ready to be inflated! Isn't that right Luke?" Buzz rubbed a paw over the golden brown rubber surrounding Luke, who moaned and writhed softly within his cocoon.

"Hmmm...now what she we inflate him with?" the orange raccoon wondered aloud.

"I think have an idea," said Buzz who grabbed one of the kegs and brought it closer to Luke.

"Awww...I don't think we have enough beer for that" said Ballooncoon

"I wasn't thinking beer, actually. Hold on a sec," said Buzz who quickly, for a fat beer wolf, rushed out of the room. Soon he came back with three large cases stacked precariously on his big gut. Putting them on the floor it was obvious what they held inside of them.

"Soda?" asked the coon

"Yep. We have a lot in his closet, mostly because he likes drinking it. I figure why not fill him with a favorite beverage?" Said Buzz happily, opening a two liter of clear soda. Balloon Coon grabbed the funnel tube they usually used for chugging beer and brought it over to Luke, sticking the free end of the tube into Luke's cocooned mouth. The boy muffled loudly as he felt the tube pressing into his mouth, an odd sensation as it held his mouth open, ready to receive whatever came down the funnel.

"Oh, you're so going to like this Luke," said the coon happily as he held the funnel aloft and patted his rubberized sides.

Luke heard the seal on another two liter bottle open as the tube started to put liquid into his mouth. He couldn't believe they were going to use soda to fill him. He could hear cans being opened loudly. How were they even doing that with those big mittens? That really didn't mater he realized as soda began to flow into him. He could taste it and feel the fizz, which tickled his tongue, stopping up the tube. Carbonation always did that, that's why he liked it. Then he released it, letting it pour down into his cocoon, giggling as he felt the cool soda tickling his entire body.

The tickling built into a weird pressure upon his body, massaging him from head to toe as soda flowed into him. He felt an odd tightness all over at the same time as he found he was slightly more mobile now. He craned his neck and watched as his body's definition was lost under a cool layer of syrupy soda, the rubber ballooning outwards making his body look sleeker, though at the same time making him paradoxically look pudgier too. What muscle tone he had was quickly lost as his body portions became very plumped out, creating an overall tube like effect for his body.

Luke moved his pudgy arms and looked at his hands as tickling fizzy liquid filled them. He giggled and moaned as he rubbed his balloon paws over his chest. His fingers looked pudgier and some rubber connected each finger to give the appearance of a webbed paw. His chest and stomach became lighter with a creamy yellow color as he inflated with soda. He murred a bit as soda seemed to hug him all over while filling him and tickling him.

An audible pop was heard as a squarish muzzled popped suddenly from his face, the broad muzzle jiggling as Luke stared cross-eyed at it. He giggled at the feeling and sound, rubbing a squeaky paw over it experimentally. Sitting up, he wriggled a bit, delighting at the fun sensation of the soda swirling inside of him, gladly trying to readjust to the changed proportions of his body. He looked down at his feet that looked very much like his front paws, his fat toes wiggling as they blew up into nice round booties.

Standing up, he continued to suck at soda as Buzz continued to pour more and more soda into the funnel, the raccoon holding it high above his head to get maximum flow. They looked at him in surprise that he was already moving, seeming eager to be filled up. He wasn't as fat as they were, but rather he was pudgier, creating an illusion of skinniness on him, especially when compared to his gargantuan balloon brothers. His body looked like an animal, but it was hard to say what he was becoming at this point...they would just have to wait and see. He did look adorable the wolf and coon thought, like some sort of stuffed toy.

Trying to help his cause, Luke grabbed a can of soda with his pudgy webbed fingers and opened it, pouring it into the funnel all the while sucking and filling up on soda, not feeling done quite yet. Although surprised by the turn of events both Buzz and the raccoon smiled and added to his joy, opening more cans, ever happy to help a willing balloon swell up. Luke continued to drink the wonderful soda, tasting multiple flavors all at once and yet able to define each brand and flavor easily tasting the most subtle differences as it filled him.

Luke drank and drank and swelled just a bit more all over taking on a true pudgy stuffed animal balloon shape. Then he felt a feeling of near completeness it was obvious he was nearly done and wasn't going to inflate too much more, since his smaller frame couldn't take it. But there was so much more soda. As he continued to drink he felt a weight sprout above his butt. It was growing and rubbing his rubber balloon rump. He craned his neck as the weight increased and saw a long pointed tube growing out of his back as soda filled balloon tail flopped heavily to the floor. It was thick and round, almost rudder like. As it grew, he felt it pull at his back finding the heavier it was the more control of it he had. He twitched it about happily, soda-filled tail growing longer as he picked it form the ground, letting it grow above his shoulder so everyone could see. It was clear now from his long body and tail that Luke was becoming a pudgy balloon otter, and a cute one at that.

Luke moaned a bit, feeling the wonderful pressure hugging him as his body filled. He sucked more soda down chugging it heavily as his tail thickened and filled becoming ever larger and full of soda. Soon the last can was chugged down. His tail was very large, nearly as big as him at least three feet long and nice and thick perhaps by a half foot at the base. It was wonderfully full and he waved it back and forth a bit enjoying the feeling of his new tail. Holding it high and letting some of the soda drain down to cup his buttocks in a tight embrace, he turned to untwist himself from the tube connected to the keg. It was a perfect chance for Buzz, who moved very quickly to envelope Luke in a tight squeezing hug, the otter's tail pressing massively again this own gut. The soda in the tail rushed about quickly and was pushed all over the rest of Luke's balloon body. It puffed him out all over making him much fatter and massaging his body with ticklish bubbles. He moaned happily, squirming in the hug and pushing back a bit into Buzz. The coon clapped his mitten and smiled at the display of affection between the otter and wolf. Letting go of the happy otter, Buzz rubbed his flat yet pudgy tummy.

"Like it Luke?" he asked.

"Oh yeah Buzz! Thank you so much. But please...call me Fizz!" said the otter happily, curling his long thick tail around the wolf's waist, using it to squeeze him slightly and causing the wolf to moan in pleasure.

"The pleasure was all mine, pal," said the wolf, hugging his friend tight, glad to see his successfully converted into a sexy water balloon animal.

"C'mon you two, plenty of time for that later," the raccoon scolded them teasingly.

"Let's make some more balloons!" said the coon happily. Fizz and Buzz could only agree and so Fizz walked and Buzz waddled out of the room to find another 'volunteer'.

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Still reveling in his new form, Fizz moved his wonderfully full and rubbery self down the hall, enjoying every jiggle and bounce of his new belly as the otter bounded along as the rubber on rubber made a slight squeaking noise that sounded beautiful to him. As he massaged himself he felt the tickling of the soda within him as the carbonated bubbles were disturbed. It was somehow more erotic than anything he'd ever experienced prior to his transformation. He knew he'd be forever grateful to Buzz for bestowing this gift on him, and he also knew one of the best ways to repay him would be to look for another person to rubberize and turn into a happy, sloshy, sexy balloon animal. There were so many people who lived in the frat he could transform, but as he was planning on how to go about catching some one he saw the perfect person standing near the vending machine.

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Chapter 6- Beanbag Games

It was well past noon by the time Max woke up. He had been up late the night before playing games on his computer. Now though it was time to give his XBox some play time. He booted the system up, tossing the controller onto an over-stuffed bean bag that lay on the hardwood floor as he walked over to the fridge to get a soda. Cracking the pop-top Max took a sip of his beverage, setting it down on the floor. He the flopped belly first onto the bean bag, the sound of beans shifting as he made a deep indentation, the bean bag conforming to his body comfortably. His legs lay sprawled behind him, kicking idly at the floor as he stared at the Xbox startup window with his upper torso and arms laying across the surface of the red shiny bean bag chair. Max fiddled with his controller, the slick red rubber covering his chair starting to creep up his arms, the subtle tingling feel going unnoticed as Max stared at the screen. He paused, feeling as if he were sinking slightly into the bean bag, but ignored it.

Suddenly he felt a strong pressure he couldn't ignore, the chair seeming to pull him against itself. With a start Max tried to stand, but only succeeded in getting to his feet as he found himself quickly pulled back down, falling on his ass as the bean bag clutched him to its rubbery skin.

"Hey! What gives?!" was all Max could muster as the rubber skin pulled his legs tight up against the bean bag, pulling his arms down against it too. Max whimpered as the bean bag slowly slid up over his face, covering him tightly in rubber and trapping his arms inside the confines big red bean bag. His head and arms trapped, the red rubber flowed quickly now, redoubling its efforts as soon Max was helpless to do anything but wobble a bit as the rubber ran over his legs and feet, sealing him in completely. He looked like a giant cherry with red legs, the sound of shuffling beans filling the air as Max struggled, the rubber holding him tightly.

Max could only make out shadows through the redness covering his eyes, seeing a large shape enter the room. Having heard the sounds of his trap sprung, the orange and yellow rubber coon stepped into the room.

"Ahhh, so there you are Max! I was hoping you would decide to use your bean bag today. You see, I covered it in rubber, made it into a kind of trap if you will. Only this is one trap you won't regret falling into! "

Max could barely believe what he was hearing, he KNEW that had to be Billy, but what had happened to him? It was then that it hit him, the massive rubber suit covering Billy, and the rubber holding him trapped to his bean bag were the same. That thought made him squirm more, struggling against the rubber, which had some how managed to creep in under his clothes, trapping him naked now against the rubber bean bag.

"You see Max, I've had a great idea too! See I'm all filled up with water," the coon waddled over to him, rubbing his big belly up against Max's rubber covered head. "But I just thought that maybe I could just use the filling in that bean bag to fill you up like me!"

With a big smile the balloon coon began to rub and cuddle against Max, who struggled in his beanbag prison. He could barely believe it, but it felt really good. The smooth warm rubber sliding across his bare skin, the tight feeling as the soft plastic beads in the bean bag pressed against him. The more the coon rubbed, the more he wanted it to go on. Max didn't even notice when the bean bag began to swell. Shortly after, his legs and arms began to swell too, the rubber slowly filling with polyfill beads.

The coon kept at his rubbing, smiling and murring happily as the red ball below him slowly ballooned out, its already round belly growing bigger and bigger. His arms soon broke off from the round belly ball as they inflated into individual over-stuffed tubes, his legs soon following as they fattened into a billowy mass. Max didn't even notice as the filling began to fill in around his head, the red rubber covering him there slowly, ballooning out into a large canine muzzle as two triangular ears popped out on top of his head. He could only whimper in delight as the rubber got tighter and tighter around him, his hard dick coated in tight smooth rubber, the beaded padding gently rubbing and sliding against it making him moan and writhe all the more in the confines of the rubber suit.

"There Max...I told you it would feel great!" the coon said as he stepped away from the still growing husky. With considerable effort, Max lifted his large poly fill and rubber encased arms, sliding them across his wide belly. The soft warm rubber squeaked gently as he cuddled against himself, his paws slowly filling with thousands of tiny soft bead, bloating his hands into thick pudgy mittens, bad for dexterity though perfect for cuddling, Max thought.

The rubber slowly changed its color throughout his inflation. Max's belly faded from bright red to white, the white rubber spreading across his round balloon like belly and between his ample thighs. The white rubber seemed to flow across his body, his back staying the same dark red, as did the outside of his thighs and shoulders. As the lower half of his muzzle and over inflated cheek ruffs turned white the inflating stopped, bringing a loud murr from Max the husky. His hands were now encased in tight fitting rubber mittens, surrounded by tons of fluffy poly fill beads. Everywhere around him he could feel the squeeze of the rubber pressed in by the plush filling. He grabbed his large circular belly in his mitten paws, squeezing and rubbing it as he looked up eagerly at the coon.

"Mmmmmm...you're right. I don't regret this at all! I only wonder if I can still play on my XBox with these huge mittens..." the husky said, staring at his bulbous paws.

Billy smiled as he bounced out of the room, turning In the doorway to see the new rubber husky flop to the floor just as he was originally. Intently poking at the XBox controller with a fat mitten, BalloonCoon grinned as he noted that it just looked like a big husky-themed beanbag was lying on the floor now. Turning one last time, the coon addressed his newly ballooned brother.

"Oh and Max, if you find more frat brothers, bring them over to the rubber side will ya? We've got lots of other things to inflate people with down In the commons room, so come say hi once you're done with the game!"

"Sure thing!" the husky said, barely looking up from his game.

With a wave the coon left the rubber husky sprawled on the floor, his paws reaching around his huge rubber belly as he tapped at the video game controller, one paw slowly massaging his new bean-filled belly.

Chapter 7- Chubby Chocolate

Ralph had wandered down the hall to the vending machine, putting his money in and getting out a couple of his favorite candy bars. His pear-shaped body testified to his enormous sweet tooth, though none of his fraternity brothers commented on it. In high school it had been a source of ridicule, but here it didn't seem to matter as much. He sighed. What really bothered him now was not his weight but his homosexuality. He really wished he could just come out and tell the others about it, but he had always been too shy. And this was a fraternity that had a few problems of its own, so maybe someday he would finally.

"Hello, Ralphy!" He heard a familiar voice call from behind him.

"Heya Lu..." Ralph started as he turned to face him.

"Luke?!" he exclaimed, dropping the candy in shock. Before him stood an enormous golden brown otter with a light yellow belly area, his plump form jiggling at the slightest movement as he stood smiling happily at Ralph.

"Yes, it's me - in the rubber! Though call me Fizz now," the otter said, quickly closing the few remaining steps between them and grabbed Ralph's hand with a pudgy webbed paw, pulling it to his soft, giggly tummy. It felt nice, Ralph though, his gut seeming to be filled with some kind of carbontated beverage as he saw tiny bubbles clinging to the inside of the otter's rubbery skin.

"But, but..." Ralph was about to ask how but was interrupted as Luke's muzzle enfolded his mouth in golden rubber. The kiss was more passionate than anything Ralph had ever fantasized as he barely resisted the somewhat odd intrusion. Somewhere in his head a warning bell was going off telling Ralph to get out of there, but he ignored it completely as he wrapped his arms around the pudgy tube like otter. Initiating a hug, he felt the otter rubbery bulk slosh against him and was rewarded with a return hug of even more passion, the otters thick arms squeezing around Ralph's round form tightly. Though he had expected the rubber to feel like that of a balloons (and, in a way, it did) it was much more erotic and pleasant than any thing he'd ever experienced. Ralph then felt something warm and delicious flow down his throat. It tasted like soda, but unlike any he'd ever had before, much better even. It didn't take him long to return the kiss, pressing his face into the otter's pliable muzzle as Fizz pulled his arms tight around his friend, his thick rubbery tail curling around his backside gently pushing him deeper into his kiss. The feeling of being held like this drove him crazy. It was all he'd ever wanted, but was afraid to ask.

Fizz was a bit surprised that Ralph had initiated the hug, but returned it wholeheartedly. Knowing full well how Ralph delighted in sweets, Fizz allowed two cups of sweet syrupy soda to flow into Ralph's mouth as they kissed, the flavor rolling off of the otter's rubbery tongue splashing over Ralph's tastebuds. He couldn't believe how good it tasted.

Fizz could feel the liquid leaving his body, his taut rubbery hide slightly less full, but he knew it was worth it. He could feel Ralph drinking it up eagerly, falling under his body's syrupy spell. When he was done, Fizz broke away to see that Ralph was looking at him lovingly.

"You liked that, didn't you?"

"Oh, yes, could I have more please?" Ralph asked eagerly.

"Soon, but first..." Fizz moved back slightly and with great ease pulled Ralph's shirt up over his head, tossing it aside. Pressing his webbed paws to Ralph's naked belly Fizz rubbed him gently, his soft rubbery paws massaging his chest as a thousands of tiny bubbles rushed upwards from his paws, the otter purring deeply from the feel of his own rubber suit squeezing in on him as he pulled Ralph tighter into his embrace. Ralph's eyes rolled in his head and he moaned in pleasure, engorging on soda as he rubbed his body over the otter, delighting in the cool rubber sliding along his bare skin.

Fizz grinned as he watched his friend take to this new experience with such ease. Slowly loosening his grasp, the otter pulled away from Ralph to undo the rest of his clothes, noticing a large shiny red patch of rubber on Ralph's belly. 'Good,' the otter thought, not bothering to wonder where the rubber had come from, but knowing that the first step of his friend's transformation had begun.

Slowly reaching his paws down Ralph's ample belly, the otter seductively tugged at his pants as they fell to his ankles, tearing off his under shorts and coaxing Ralph's feet out of the sandals they were in.

Ralph felt the otter undressing him, and he didn't mind a bit. He was past the point of caring now that he was fully aroused and completely naked in the middle of the dorm hall. All he wanted was to again feel those rubber arms around him, to again drink of the sweet nectar Fizz produced again. There was an odd feeling on his stomach, as if something had stuck there. He had a vague idea that he knew what it was...

Fizz grinned at how well his friend was progressing. Remembering his own pleasure of being cocooned in rubber, he was eager to share the wonderful experience with Ralph. He resumed his rubbing of Ralph's now naked form, the fact that he was already somewhat overweight only made feeling him more pleasurable as his paws slid over his round tummy. As he rubbed more of the slick red rubber stuck to Ralph, starting first around Ralph's upper shoulder and neck before creeping down his upper back, chests and arms, leaving no spot uncovered. He worked his way completely down Ralph's arms, cocooning them to his side and encasing his fingers in their new home as the red rubber enclosed his hand in a solid mitt.

As he worked Ralph's belly, Fizz made sure to spend special attention to his sensitive stomach, sliding his paws downward as he then focused his attention on the groin area, where a full hard-on was in evidence. Placing a pudgy mitten atop his cock, the otter slid the tight rubber down and around his member as Ralph gasped sharply, not having felt anything this erotic for as long as he could remember. Fizz stroked his cock slowly as the otter's free paw massaged Ralph's lower body, working his pudgy hand across his thighs back to his butt, cupping Ralph's cheeks lovingly in his rubberizing embrace before starting down his legs.

Ralph moaned in ecstasy as he felt the continual rubbing and hugging that the otter was giving him. A pleasant feeling of restriction was forming around him as Fizz went on. The constriction only made the process more desirable, his body writhing softly against the tight rubber that surrounded most of his body. When Fizz encased his penis by stroking it hard with his fat paw, Ralph was sure he'd orgasm. Instead he felt his member now completely constrained. He dared to look down as Fizz moved lower down his legs, the feeling of constraint following with him. He saw that below his neck his body was completely covered in red rubber, just like Fizz's skin.

'I'm becoming a balloon animal!' he thought joyously. Somewhere in his mind a small voice told him that he should not be enjoying this, but this time he didn't give his doubt a second though, as Ralph knew that soon he'd be a happy, giggly balloon animal just like Fizz - and nothing would make him happier.

Fizz finished off Ralph's feet and stood up to appraise his handiwork. The red rubber seemed to really suit Ralph well, his husky frame held tightly within the rubber giving him a taut, plump look as he struggled gladly in his cocoon. Ralph seemed to be thoroughly enjoying the experience, even more than the otter had enjoyed his transformation with Buzz. And that was saying a lot.

He had expected Ralph to still have his eyes closed and was a bit surprised to see that not only were they wide open, but that there was a look of deep appreciation and gratitude on his face.

"I think you still need to do my head, Fizz" said Ralph in a slightly seductive tone.

Fizz smiled. "Figured it out, did you?"

"I don't know how I'm going to repay you for this."

"Oh, I'm sure we'll find a way," Fizz said grinning broadly. He reached towards Ralph and slowly rubbed his paws over his face, starting to rubberize his head. Ralph put up no resistance, allowing himself to be totally enwrapped in the cool, smooth rubber. He felt totally safe with Fizz doing this and wriggled excitedly as he felt the finishing touches, his thick red cocoon sealing him in completely. He was now totally encased in rubber, and could hardly wait to be filled with liquid.

Fizz looked at soon to be ballooned human and smiled. It was going to be so great to have Ralph as one of them. He left the enwrapped figure propped up against the soda machine as he decided to fill up the soda he'd lost seducing Ralph. He then remembered that he had no change on him to buy any soda. Pressing a button, he was rewarded with the sound of a can falling loudly into the chute below, followed by another.

Puzzled, Fizz nonetheless took both cans into his webbed paws and opened them. He wasn't sure exactly how it was possible, but after being turned into a living, soda-filled otter balloon he didn't question much. He might have tried for a third can, but his belly was feeling nice and full again. 'I can always add more later,' he thought 'right now I have to get Ralph inflated.'

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"Hey, Fizz, I see you caught another!"

Fizz saw BalloonCoon heading down the hallway, his ponderous water-filled self jiggling with every motion.

"Oooh, you got Ralph!"

"Sure did!" Fizz said proudly. "I was thinking of filling him up with hot chocolate. I think that would be appropriate for our sweet toothed friend to be surrounded by his favorite drink at all times. But I'm not sure where we'll find enough of it around..."

"Hmm, I see your problem." BalloonCoon said, leaning on the vending machine.

"What'd really be helpful is if we had a machine that produced endless amounts of hot chocolate and coffee," Fizz lamented, tapping a fat toed paw.

As he moved away from the vending machine, he didn't immediately notice that a piece of dark-brown rubber was now stuck to the machine's side. Then he saw it. As he Fizz and Ralph watched in amazement, the vending machine was slowly rubberized until it covered it completely. The machine was now covered in dark-brown rubber the button labels had all changed and rearranged themselves into a panel of thick rubbery buttons. On each button, the picture gave a clue as to what liquid it held as Fizz and BC looked up and down, seeing options for a dozens of different drinks, from coffee drinks to ice cream milkshakes and more. Finally, in place of the where the confections normally came out, a long rubber hose grew out.

Fizz and BalloonCoon looked at each other with a twinkles in their rubber eyes.

"I have work to do," said BalloonCoon as he winked at his compadre, moving towards the soda machine.

"So do I!" said Fizz, turning his attention to the cocooned brother.

Ralph had watched in amazement as the vending machine turned into a new device at the mere touch of one of the balloon. The raccoon had since turned his attention to the soda machine, but Ralph was more interested in Fizz and the hose that promised to make him into a big beautiful balloon animal.

Fizz managed to grasp the thick hose in his paws, attaching it to the mouth of Ralph's cocoon. Standing up with a jiggle, he inspected the buttons until he finally found the right one. With incredible dexterity for someone with only mitten-like hands, he manipulated the controls perfectly, as soon Ralph felt a trickle then the flow as a warm milky liquid poured into him.

He felt it flow to his feet first, strangely enough. He could just move his head enough to see them begin to extend and fill out wriggling his toes as the filling liquid seemed to separate his feet into two thick booties. After a while the pressure moved up past his ankles, his legs were now starting to balloon at the bottom growing simultaneously chubbier and easier to move. He wriggled in delight as the liquid slowly filled him up, basking in the feel of the sweet elixir that poured down his throat.

A few minutes past and Ralph looked down to see that his legs were as thick as tree trunks. The liquid began to pool at his backside as his butt ballooned out, a strange pulling motion causing him to look back at his butt. He saw a long tube filling up, falling from the base of his spine as he knew immediately what it was - his new tail. He wiggled his butt as his growing tail wagged happily, making Ralph smile. As his bottom side grew the pressure around his thighs and crotch grew, the rubber squeezing him in tightly as he moaned at the sensual feeling. He wished his arms could move a bit more freely so he could better feel his enlarging form, but knew it would come in time. Right now he was too excited about what was going to fill next.

Ralph had been looking forward to his stomach area. Already having a tummy from before he hoped that he'd be able to grow even larger. It took longer for the liquid to fill his stomach than his legs, but after it his original area was filled with warm, satisfying chocolate it began to expand. His love handles broadened first, pushing his arms away from his sides. He maneuvered his head as best he could to watch, delighted to both see and feel his form expanding slowly, inch by inch. Soon his stomach was drooping below his former belt line, obscuring the view of his feet. Then the liquid went upward, filling in his pecs and turning them into saggy, wonderfully full circles. He noticed that his belly area, as it expanded, became a slightly lighter color. Not pink, but more orange than red.

The flow then went seeped past his shoulders and down to his hands, fattening his arms as it went. His fingers filled first as the warm chocolate ballooned his rubber cocoon outwards, encasing his hands in tight rubber mitts as the sheer pressure kept his fingers from slipping out, giving Ralph as much dexterity as was possible from his new pudgy pawed hand. After a while he could even move them, immediately moving his paws to his now gigantic belly as he massaged the heavy chocolate that surrounded him.

He was delighted at how full his arms were finally beginning to feel, moving them around at last he rubbed and held and hugged as much of his broad balloon belly as he could, feeling nothing but joy at how his form sloshed and jiggled. The liquid was pouring up his neck now, broadening it. Then he felt elation as his face began to push out into a true muzzle, pressing inward on his face as the muzzle ballooned outward rapidly.

As his face became rounder and more animal like, Fizz realized that Ralph was becoming a badger, seeing that the very distinctive white stripe that normally extended from a badger's nose to its shoulders was orange on Ralph. The normally white crescents on each side of face just back of eyes and at the anterior base of ear were also orange in color, outlining the distinctly darker red area.

Filled nearly to the top, Ralph felt his ears finally pop out of the top of his head in true badger fashion. Fizz had stopped the machine and took the hose from Ralph's muzzle.

"Awww, and I was just getting nice and cuddly," the new badger whined, reaching for the hose with his chocolate filled mittens.

"Don't worry," said Fizz. "You can always add more later."

"What am I?" asked Ralph, holding his glove paws in front of his face as if they held the answer.

"You've become a wonderfully big badger Ralph." Said Fizz, rubbing the others bountiful belly. Ralph was quick to reciprocate.

"Yeah but Ralph is a human name, and I'm not a human anymore. Hmmm...I got it, call me Latte!" the badger exclaimed, his fat spade-like tail flopping as he bounced excitedly

"Welcome to the club, Latte," said BalloonCoon, who'd been watching all this in delight as he stepped forward to meet his new brother in a tight rubbery hug. The badger reciprocated with a tight hug of his own, moaning deeply as the thick contents of his ballooned body sloshed and swirled about all around him, the badger formerly known as Ralph lost in a sea of pleasure as squeaks filled the air, their massive guts pressing together hard as they tried to get each set of pudgy arms around the other's body.

"Mmmmmm...having a nice round chocolate fox in our group will definitely have its advantages. I doubt anyone could resist the lure of your body's sweet spell Latte," the coon placed a mitten on the badger's shoulder, who blushed but looked proud of his new body and its new powers too.

"Now then. Let's look for more guys to balloon!"

Latte and Fizz nodded, knowing that there would be no better fate than to be turned into a balloon animal as they scampered off.

Interlude:

As the rain began to fall outside the frat house, Buzz, Jeff the gator, and Ricardo the skunk met each other in the hall and began to walk together towards the basement, which housed the fraternity's vending machines. The wolf's thoughts were distracted by the kelly green alligator and purple skunk on either side as the three balloon animals started to scrape the hallway, their massive jiggling bodies bouncing as they pushed against each other, the hallway not quite wide enough to hold three of these creatures abreast. Despite the difficulty in moving, Buzz enjoyed the feeling of his beer filled body being squeezed a bit on both sides but it was obvious the three of them were much too large now to walk side by side in the hallway.

"Hey guys, slow up a bit. We don't want to get stuck in this hallway," the gator growled, his long floppy jaws bobbing up and down.

Buzz and the skunk nodded, pausing to form a straight line as the skunk forged ahead, the gator and wolf following in close succession. Jeff walked ahead a bit his thick green tail waving side to side, thumping the walls as each smack bloated his body out a bit before the bulk flowed back into his tail, making the gator growl happily. Ricardo came next, his large pillowy and almost bushy balloon tail held high in the air and Buzz followed last, rubbing his taunt beer balloon gut a bit as the contented sounds of the sloshing balloon creatures echoed along the hallway.

They had all been called down by Balloon Coon to come help him with a project.. They had been all looking about for any stray human frat members who had remain, and to be honest were a bit peeved that they were pulled away from their search. Those thoughts were dashed as they entered the basement and laid their eyes on BalloonCoon's work. The three vending machines in the room had all been warped and changed into surreal rubber devices with tubes and large easy press panels, as the soda machine, the juice machine, and the snack machine had all been covered in rubber and given a magical touch.

"Like it fellows?" asked Balloon Coon.

"Oooh...Fizz will love this one!" said Ricardo bouncing heavily over to the soda machine, grasping the soda nozzle in a purple paw and inspecting it wonderingly.

"Guys, meet your new inflation aid devices! They've been designed to have near infinite output too, so don't worry about using up too much liquid when filling people up. The sky's the limit!" the BalloonCoon said, beaming over his new inventions.

"I wasn't sure I had the power in me, but you fellows have been so helpful. Now I need you three to get these machines upstairs into the common room. I have to do a little more work to do." The coon said, rubbing his mittened paws together mischievously.

"Sounds easy enough," growled Jeff.

"And we get our bellies nice and compressed" said Ricardo, whose tail twitched excitedly.

"Mmmm...I think we need one that pumps out beer," Buzz added.

"Done! The fruit juice machine does that already!" said Balloon Coon, waddling off.

"When you're done, come to the kitchen and be sure to grab the fridge and freezer, since they're next. And since I have a natural prejudice for water, I'll make sure the hose will always be good and ready for a filling. When you're done go around and see if you can set a few more traps. Your mittens and claws should leave some nice rubber traps wherever you touch if you concentrate hard enough. Oh, and I hope you don't mind I booby trapped the clean hamper in Buzz."

"Not a problem!" said Buzz rubbing a paw mitten idly against the chocolate dispenser.

Chapter 8: Milkshakes and Socks

Cody was drenched, plain and simple. The weatherman had predicted a chance of showers, but who knew it would be such a downpour just as he was reaching the Delta Omega house. Having neglected to bring an umbrella, he found himself cold and wet as he climbed the stairs to the front door.

Shaking off in the entryway, Cody headed towards the laundry room immediately where he figured he could snag something dry to wear from the clean pile. Cody knew that the only person likely to be in the laundry room was Alex, and he wouldn't mind if he borrowed someone else's stuff. He was relieved however to find the room empty as he stepped into its warm interior. Alex would probably be back soon, but it gave him just enough time to strip out of his wet clothes.

As quickly as he could Cody disrobed himself, grabbed a nearby towel to dry off. Hanging the towel back on the rack, he grabbed a pair of snappy dark green socks that Alex most likely had just folded. Cody put the socks on and was about to reach for another item of clothing when he felt a strange force tugging at his legs. Looking down he saw to his horror that the socks were starting to grow up his legs, the green material spreading up his body like algae on a rock.

Cody bent over and tried desperately to remove the socks, finding nothing to grip as instead his hands became covered in the strange rubber-like substance, the little splatters of green goo on his hand wasting no time as it spread over his palm and wrist. In fact, the more he tried to get it of the faster it seemed to cover him!

Cody panicked, wondering what the hell what happening to him. It wasn't long before he felt himself being wrapped tightly all over in rubber even as he resisted. His arms were being forced to his sides as the green crawled up his torso, finding that his legs were now stuck together as the rubber pulsed and inflated, covering both legs in a solid forest green tube.

Losing his balance Cody fell to the floor as the substance covered his head, his view of the world now tinted in a green color. He expected the fall to hurt badly and for himself to suffocate from the rubber that held him bound together as if he were a mummy, but he didn't feel the floor practically at all and, strangely, he found he could actually breathe just fine. So, as he thought, except for the fact that he was now encased in a rubber cocoon and couldn't move, he was fine.

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Latte bounced down the hallways, the red and orange badger deliberately making his balloon body slosh and jiggle. He'd never felt anything so wonderful before, and hoped that he'd soon be able to share this new found pleasure with someone else. As he went past the laundry room he thought he heard muffled noises. Peeking in to his delight he saw a figure lying on the floor trapped snugly inside a dark green balloon casing. He could tell it was Cody from his short muscular frame, smiling broadly as he bounced towards the cocooned figure thinking how much fun it would be to fill Cody up.

Cody kept tying to shout out for help, though the rubber covering his mouth severely limited the sounds he could produce. He thought he was saved as he heard the door opening, but instead he saw it coming towards him, a red balloon-like badger with a huge goofy grin on his face. It was enormously fat, his body jiggling and sloshing with every motion as if his insides looked like they were entirely made of liquid.

"Hello Cody!" the rubber badger said in Ralph's voice.

"Ralph?!" Cody asked muffledly.

"I call myself Latte now," the badger smiled, rubbing his tummy.

The corpulent critter looked Cody over expectantly, his fat paws running over the cocooned bro. Underneath, he could tell Cody was blushing, trying to squirm away from his advances. He didn't mind being naked and intimate around girls, but a guy? And a male badger balloon to boot.

"Ahh, it was nicely done trap, I must say. But you seem to be a bit short in one area Cody."

Before Cody could stop to think what Latte was talking about, he felt the rubber around his penis recede. Then, to his shock, he felt Latte start rubbing his penis! It wasn't like he expected at all, the feeling of Latte's rubber glove-like paws was warm and soft and gentle. Cody experienced pleasure as he'd never felt before as his dick was rubbed up and down, growing larger and larger with each stroke. He couldn't contain the moan of pleasure he let out as he reached his climax - and then felt the rubber re-enclose his dick, leaving him forever at the peak of pleasure and desire. In his mind he simultaneously cursed and blessed Latte for what he'd done.

"Now to fill you up!" said Latte, and with bizarre strength and agility lifted Cody off the ground, holding him close to his own rubber body. As they moved, Cody could feel every wiggle and giggle as rubber rubbed against rubber. The pleasure he'd experienced during the rubbing of his penis had left Cody's body vulnerably sensitive and each motion caused a ripple or spike of pleasure. Just as he was wondering how he could endure any more pleasure without bursting, Latte stopped and put him down. Cody was both grateful and regretful at once. He now missed the warm, soft feeling of rubber on rubber but was also glad he had a chance to examine things as the pleasure no longer clouded his mind as much. Though the room looked like the commons area, there was definitely something different here.

Latte put Cody down on the floor in the commons area and looked around appreciatively at the changes BalloonCoon had made. All the vending machines had been moved into the common room and turned into rubberized versions of themselves, capable of distributing unlimited amounts of various liquids as the badger scanned over each one. The furniture had all been turned into rubber as well, resembling nothing so much as crosses between bean bag chairs and waterbeds. Though tempted to try them out, Latte decided that filling up Cody would be his first priority. Checking out each of the machines in turn he pondered carefully at their contents.

"Let's see, what shall I fill you up with?" he said out loud to himself. "Hmm...soda like Fizz? Nah. Milk chocolate like me? Maybe. Beer like Buzz? Not quite your style..."

Looking carefully at the list, Latte saw the perfect thing for Cody. It was a milkshake dispenser! He grabbed the hose from the machine and brought it towards Cody who began wriggling as he saw the tube headed straight for his mouth.

The encased bro listened as Latte talked to himself, wondering what the badger had meant by 'fill you up'. He then realized that Latte planned to turn him into a balloon animal like himself! As the badger approached him with a hose from one of the machines, Cody tried desperately to break free from his rubber prison.

"Now, now, don't worry. You're going to like this..." the badger promised as he loomed large over the struggling Cody.

Latte's words of comfort fell on deaf ears. No way would he like becoming a balloon animal! He couldn't escape, however, and felt as the badger gently inserted the hose into his mouth, making it impossible for him to spit it back out. Latte left him for a moment to activate the machine, returning to his side as the hose slowly filled itself and pushed whatever liquid it held inevitably towards his mouth.

As the liquid began to pour in, Cody immediately knew what it was. It tasted like a milkshake, though Cody was hard pressed to tell what type of milkshake. One moment it tasted like chocolate, another like vanilla, then strawberry, then banana. It was far beyond anything Cody had ever tasted, and he could feel it starting to fill his body with its delicious sweetness. On one level Cody was still angry and shocked at what was happening to him, but on another (that was growing stronger each minute) he was actually beginning to enjoy the new sensations.

The pressure started in his belly. Cody could move his head just enough to watch as it slowly filled, the milkshake beginning to press his formerly sculpted abs outwards into a baby gut, then out even further than that, slowly, inevitably and permanently making him rounder and rounder. It was beginning to feel right somehow that he should be getting bigger. The feeling of his rubbery self expanding was even more pleasurable than the rubbing Latte had given him earlier. His belly now was sagging a good foot from his body and was growing more by the minute. He tried to move his arms to feel his new growing gut but couldn't, finding them held fast to his sides.

The badger noticed Cody trying to reach his new gut and obliged the ballooning human by rubbing it for him, knowing full well his unfortunate dilemma. Cody was in ecstasy as he felt the soft, gooey, milkshake gut give way and change form. The rubber on rubber pleasures were even more pronounced now than before, the thick cold liquid caressing his skin as it squeezed and massaged his body into a blubbery bliss.

Latte smiled as he watched Cody's resistance slowly give way to desire. The milkshakes filling his body were making marvelous progress, as already Cody's gut heaved down beautifully, yielding wonderfully to each touch. Latte decided that Cody's gut had developed enough for the moment and lifted him to his feet so the milkshakes could flow there more easily.

Cody was worried that his marvelous new gut would sink into his legs as Latte lifted him up. His fears were needless, however, as his gut now simply hung over his waist line. He could however feel the milkshakes pouring into his feet, slowly but surely filling them up. He could feel the pressure build on each toe as it expanded, growing rounder and fatter every minute, turning, he knew, into the same footie-paws that Latte had. But now he was glad about it and more and more thankful to Latte for filling him up. He felt his feet slowly grow larger and thicker after his toes had finished filling out. Strangely, though they were thicker than ever before, Cody found he could actually move them now if he tried. He could similarly feel his feet regaining mobility as they ballooned outward with milkshakes.

The wonderful sensation of becoming bigger and fuller started slowly climbing up his legs now. He could feel the shakes first fill in his old form then expand it outward and outward, rounding his muscles into folds of milkshake-filled fat.

Latte smiled delightedly at how well the filling was going. Cody's lower legs had taken on an elephantine thickness by now, also taking on a slightly different color than the rest of his body. Sure, he thought that Cody's feet had changed color somewhat, but it wasn't until it spread up his lower legs that he was sure. They had become a royal blue that was a perfect match for his forest green body. Latte knew immediately how unmistakable the markings were - his friend was becoming a fox.

Cody was in heaven as his legs continued to fill up. He knew that by now they were thick and full with fattening milkshake but he didn't care. All that mattered was the wonderful sensation of growth, the delight at each roll of new rubber fat, and the hope that he would soon be all squishy and jiggly like the badger.

He felt his butt slowly ballooning outwards, becoming the perfect counterweight for his gut. A strange new pressure caused him to look back. A strange tube-like projection was rapidly filling with milkshakes, growing down off his rump. As it took form and weight, Cody realized what it was - his new tail! It was big and beautiful, and getting nicely fatter by the minute. He could just see that the tip of it was a different color than the rest of his body, turning to a deep royal blue.

'I'm becoming a balloon fox!' Cody thought in delight, shaking his hip giddily as his new tail wagged behind him.

The weight of the milkshakes flowing into him only made his form looser, the boy delighted to feel his stomach once again filling up. The gut was sagging and drooping now, with new folds of shake filled fat adding to its soft rubberyness. As it expanded the color lightened to a pure white, creating a nice belly fur look. His back too was rolling outwards with the cool, semi-solid liquid. His love handles grew into spare tires before the milkshake fluids started moving into his chest area. Though he was slightly disappointed that his gut wasn't growing much more, Cody was also eager to feel the rest of him fill up. His arms, already pushed away from his enlarged gut, were now further pushed as his firm pecs slowly ballooned outwards. As his chest grew rounder and softer, Cody wondered why he had always spent so much time working out, being fat like this felt so much better.

Now enwrapped in layers of fattened rubber, Cody's arms started to receive the first trickles of milkshakes. His fingers slowly grew thicker and rounder, becoming softer and easier to move. They gained a paw-like appearance, but were also turning navy blue in color. He felt his hands grow slowly more bloated, waiting eagerly as the milkshakes slowly filled his lower arms, then upper arms, removing any trace of muscle he had. Once mobile enough, Cody hugged as much of his new expanding form as he could, delighting in how soft and squishy he'd become, reveling in the pleasure. He could feel his neck thickening and sucked hard at the hose, hoping to complete the transformation.

Soon he felt it in his cheeks and mouth, the sweet, icy goodness flowing and filling him out. He could feel his mouth and nose push outward into a fox's muzzle, then thicken, growing double, then triple chins as his cheeks drooped lower, effectively hiding his neck. He felt the delicious pressure fill his head reforming it into that of a foxes as his cheeks bloomed outwards. As the milkshakes filled in to the top of his head, he could feel two points of pressure pushing outward, soon making his new fox ears. They became thicker and rounder until finally Cody knew he was finished. Well, he could have probably gotten more filled, but Latte had turned off the pump and removed the hose before he got too fat to move.

"Thanks so much for doing this for me Latte!" the round fox hugged the badger tight, their forms producing small squeaks as they cuddled together. Cody was surprised at how sensitive his rubber body now was, delighting even more in how it could be squished and changed with the slightest pressure as the viscous milkshakes flowed over and around every part of his body, soft rubber squeezing him tight inside his giant suit as his cock remained permanently hard from the wonderful feeling.

"Glad to help!" said Latte with a grin, poking his black rubbery nose teasingly.

"Hey, who's the new guy?" Cody and Latte turned to see a lavender and pink kangaroo in the doorway.

"Hi Damon," Cody said, recognizing the voice.

"Cody! You look fine!" the roo had come closer and was now able to rub Cody's belly, the fox moaning in delight.

"Mmm..." Cody purred before returning the favor, massaging the kangaroo's ample belly. "You ain't too bad looking yourself, cutie!"

Damon blushed at the compliment as Latte joined them, the trio completely engrossed by their mutual rubbings as they moaned and purred for sometime. After a few minutes Latte stopped, pulling away from the fox and roo.

"Aww, come on Latte, we're just getting started!" said Damon, motioning him to rejoin them.

"I know, but there'll be more time for cuddling later. Right now we should go out and share this with the rest of the bros!"

"You're right," admitted Cody reluctantly, still overwhelmed by the amazing feeling his new body gave him.

"Hey, why don't you come with me and we can try and tag team someone?" asked Damon.

"Sure!" said Cody, giggling as he shook his massive gut.

Latte laughed "I'll go solo for now, but it'll be fun to see what a tag teamed balloon will look like."

And so the three went off, Cody and Damon both were eagerly looking forward to their first ballooning of someone else.

Chapter 9- Hello Jello

Roy came out of his room, yawning and stretching. He'd been studying for hours and really needed a break. He stopped mid yawn and simply stared at two bizarre figures bouncing their way down the hall towards him: a forest green fox and pink kangaroo, both seemingly made of rubber and filled to obese roundness. They were both wearing goofy grins and occasionally rubbed one another's rolling round bellies. Their smiles broadened when they caught sight of Roy.

Roy was too startled to think, much less move. The strange balloon animals were upon him faster than their bloated forms should have allowed.

"Hi Roy!" the two said in unison.

"Cody? Damon?!" said Roy, recognizing their voices.

"Yep." They said again in unison. Suddenly the pink kangaroo made his way behind Roy and grabbed his arms.

"Hey, what the..." Roy said as he struggled, but the roo's arms were surprisingly strong. As he struggled, the fox began to easily remove his clothing. It was strange how his thick paws were able to so subtly manipulate them.

"Are - are you going to RAPE me?" Roy asked fearfully as his shirt was ripped off. He could now feel the roo's rubbery body, it was like being held naked against a warm waterbed, and Roy found himself strangely aroused despite his fears.

"Oh, no." said the fox with Cody's voice. "We're simply going to turn you into another balloon animal like us, Right Damon."

"Yeah" said Damon, who suddenly released his hold on Roy "you'll love it."

Before he could run, Roy felt Damon's tail wrapping itself around his legs. Simultaneously, Cody wrapped his own tail around Roy's middle. Being lifted partially off the ground, Roy felt himself being rolled over and over in the soft rubbery tails, their squishy shapes gave way to his body, but felt constraining as well, arousing him completely. Though he tried his hardest to resist, his arms and legs slowly felt more and more constrained as if some great weight were preventing his full motion, finally he could no longer even wiggle his toes from the strange pressure.

Cody and Damon were having the best experience of their lives as they wrapped Roy in their tails. They could feel the resistance that Roy was making as they cocooned him, yet that seemed to add to the pleasure. As more of his body became rubberized, the feeling of pleasure grew even as Roy's struggling faltered. Finally, they knew they had encased Roy's body entirely, and in silent agreement put him down on the floor so they could survey their handiwork.

Roy felt them lower him to the floor. His whole body now felt as if it were encased in Saran wrap except his head. Cody and Damon were looking at him lovingly and suddenly Roy wondered if the rubber brought on mental changes as well as physical ones. Certainly he never thought of either Cody or Damon as gay...

He looked down at his body to see what they'd done. It was now encased completely in a brownish-gold rubber casing, except for the top of his feet and hands, which were a strange blood red color, and his belly, which had become a lighter shade of the same gold rubber except near his neck and upper chest, where the same blood red rubber was also in evidence. He also noticed that he had a full hard-on, shown in great detail by the rubber.

Though he tried to struggle, the rubber casing held him fast.

The roo and fox smiled, each remembering his resistance at first.

"Don't worry, Roy, you're really going to enjoy this." Said Cody.

"Yeah, you've got no idea how wonderful it feels to be a nice, soft, squishy balloon animal."

"Come on guys, please don't do this to me!"

"You'll love it, trust us." said Cody. He then looked to Damon and nodded. The two lifted Roy off the floor and held him between them. For the first time Roy felt the pleasures of rubber on rubber, the ecstasy of the juggling and wriggling forms holding him. And soon he'd be just like them...

'NO! I can't give in to it!' he thought, trying hard to resist the pleasure his new rubber form gave him.

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Cody and Damon tried to bounce and jiggle as much as they could so that Roy could feel the pleasures of rubber. They both knew that the newly transformed commons room would be the perfect place to fill their friend up. Setting him down near the center of the room, they went to each and every machine, trying to decide which one would be the most interesting.

"Let's see. We have beer, soda, chocolate/coffee, milkshakes -my personal favorite..." announced Cody.

"You skipped the jell-o one." pointed out Damon.

"So I did - hey!" he said, giving Damon a significant look. The roo nodded and bounced over to Roy.

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Mat and Phil knew something was wrong when they stepped in the door returning from class. The house was unusually quiet today, except they head a faint but constant cacophony in the far corner of the house. The two bros looked at each other warily, wondering if the Phi Betas might be pulling a prank on them. Mat put his finger to his mouth and signaled for Phil to follow, the pair tiptoeing down the hall towards the back room. The sounds of squeaking could clearly be heard as the boys approached the door. Slowly, Mat cracked open the swinging door to the main room, gasping at what he saw. Phil craned his head to peek in the door and his eyes went wide too, the two boys watching as a group of a almost a dozen balloon animals surrounded their bro Roy, pulling him into the room before putting his head into some kind of mask. They watched as the balloon animals hooked him up to the house soda machine, though they couldn't imagine what for. Taking one last look at the menagerie, Mat backed up and closed the door, ushering Phil into another room.

"Dude, who the hell are they?" Phil asked worriedly.

"I dunno," replied Mat "It's probably those Phi Betas, dressed in animal suits here kidnapping brothers."

"It was weird whatever it was. Well, regardless, we have to stop them. I saw the yellow and orange one giving orders, so I say we go after him first. We'll nab him and cut him out of that stupid costume and tie him up. Then when the rest of the bro's get back from the game, we'll get them good. C'mon, let's get some supplies."

Phil pounded his fist into his hand resolutely as Mat followed him back out the front door. They hopped over a row of hedges and headed around the house, knowing they could use the back fire escape to get the jump on whoever was in the commons room.

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Roy knew his fate was sealed when he saw the look that passed between Damon and Cody at the mention of the jell-o machine. He had worked hard to maintain a muscled appearance and he knew, as Damon picked him up and moved him to near the machine, that they'd soon be eliminated - his chiseled form reduced to a mound of rubber-covered jell-o. He almost cried.

As Damon put him down near the machines, Cody brought over a strange rubber hose. Obviously what they were going to fill him up with.

"Shouldn't we put his head on first?" asked Damon.

"Why? I mean we can always do it later. Besides, it should be interesting." He looked to Roy "Now open wide and say 'aahh'."

"Not on your life you sick son of a - MRPH!" before he could finish, Cody stuck the rubber hose into his open mouth. Roy tried to force it back out, but it wouldn't budge, as if it had somehow sealed itself in. Moving back to the machine, Cody started the pump. Slowly the jell-o oozed its way through the hose.

"Looks like this is going to take a while," said Cody "maybe we should look for some others to rubberize while we wait."

"You go ahead, I'll wait a little more here, then join you and the others." Said Damon.

"Okay." Cody left the room.

As the first globules of jell-o entered his mouth, Roy knew he would have no choice but to swallow. The jell-o had an odd flavor - or more like a LOT of odd flavors, seeming to change from cherry to grape to blueberry to a multitude of other delicious flavors. As he gulped down the first bits, he felt them go directly to his butt, by passing his stomach completely. It was the strangest thing he'd ever felt in his life. Slowly but surely, the Jell-o entered his mouth as bit by bit he could feel it piling up inside of him.

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Damon watched Roy for a while as the jell-o came closer and closer to its goal. He soon became bored, however and decided to do something else. Waddling idly over to the far side of the room, Damon the roo spotted the hose that had originally filled him up. He remembered how wonderful it had felt as the water poured in, just wanting more and more pressure as it squeezed him in tightly. The lavender roo giggled and cuddled himself with boxing glove paws, feeling that tightness all over again.

Out of the corner of his eye Damon spotted Roy, who was helplessly gulping down mouthfuls of thick Jell-o. Looking at the hose and then to Roy, the kangaroo sprouted an idea.

"Well, if he's going to make himself bigger, then why can't I?" Giggling, the roo grabbed the hose between two fat paws and lifted it up to his muzzle, shoving it in firmly. Damon pursed his lips, holding the hose tight in his muzzle as he walked over to the faucet. Taking a deep breath, Damon braced himself as he turned it on full blast. His eyes went wide as his face ballooned out from the pressure, the bulge slowly dissipating into the roo's body, making every part proportionally larger the more the water flowed in. Damon purred deeply and rubbed his belly, feeling the water slosh about inside, adding more weight to his already overstuffed frame. His thick padded feet puffed up dramatically, his thighs ballooning in preparation, fattening up to hold the 'roo's soon to be gargantuan belly. The lip of his lavender pouch stretched out as the roo's pink colored belly bloating as Damon soon found his paws couldn't reach around his gut anymore, though he found himself content to just sit and rub what part of his belly he could.

As he grew, Damon found himself awash with new feelings as his body grew, the boy becoming more comfortable with his form. He sighed deeply as he sucked at the hose, the rushing sound of the water calming him as he cuddled himself tight. Lost in a sea of gently rippling rubber, Damon's thoughts drifted to images of rubber kangaroos roaming out in the wild, packs of them with balloon roos of all colors and sizes. Sighing contentedly, Damon imagined himself in the middle of them all, watching his cohorts jiggle as they hopped to and fro, nibbling on plastic grass that dotted the landscape. He felt amazingly at ease at these thoughts, imagining that he was part of the pack, among friends in this group as they all cuddled around him, their blubbery bodies pressing tight against the lavender roo. When they finally pulled away, Damon felt a heavy lump in his belly. Looking down, his heart leapt as he saw a balloon joey nestled snugly in his pouch. A warm feeling washed over Damon as he instinctively cuddled the roo in his pouch, his motherly roo instincts taking over as the fat purple marsupial cooed and coddled the young roo, who returned his affections.

Damon had become so engrossed in his fantasy that he had failed to notice his body had since tripled in size, the kangaroo now occupying a good quarter of the common room, fat lavender tail curled behind him for support. Snapping out of his fantasy, Damon blinked twice, looking cross-eyed at the hose that stuck out of his muzzle. Using a fat paw, Damon turned off the faucet as he daintily tugged at the hose as it came loose and clattered to the floor. Still in a blissful daze from his daydream, the roo moaned softly as thick paws rubbed over his overflowing frame, hefting his belly as much off the floor as he could. Damon tried moving, but even his fat balloon thighs couldn't budge him from his spot. After a few futile attempts Damon gave up, instead basking in the overwhelming feeling of being big and immobilized as he was, his own massive bulk keeping him squarely in place. As he cuddled himself, Damon couldn't help but feel like something was missing. Looking down, he noticed his pouch was empty. The feelings of motherliness again washed over Damon, as the roo yearned to be filled again, to watch over and protect someone in his pouch. In the back of his head, a voice cried out to Damon that this was somehow wrong, that he was supposed to be a man, not a big mother kangaroo. But he was far past the point of fighting back now, as the once chiseled body of Damon lay snuggled helplessly under thick layers of lavender and pink rubber. His doubts of manliness were soon washed away as his gaze fell upon the mirror, Damon gazing back at a fat momma roo, thick black eyelashes fluttering as he held his paws up cutely, head cocking from side to side to get the best angle. After minutes of admiring, he finally grinned and rubbed his belly.

"Just call me Violet!" he said to no one in particular. He didn't care though...he knew. He was a blubbery immobile femme kangaroo, and he wouldn't have it any other way.

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Roy had completely lost track of time. His lower regions were now full to their original shape with jell-o. The substance had slowly spread down his legs to his toes, each bit making him feel slightly fuller. Now, as he sucked resignedly at the hose, he could feel his toes slowly start to overflow, becoming ever so slightly larger and ticker than before. As they did, he found that they were also becoming easier to move. As the rubber pushed out it also gave him a feeling of pleasure.

'I-I've got to stop this before I get turned completely into a balloon animal!' Roy thought desperately. The slow, steady flow of sweet jell-o was expanding his feet to enormous proportions. Already he could tell that his toes were no longer really toes, but the same type of thick, rubber footie sported by Damon and Cody. Though easier to move and wriggle around, they had also become a source of pleasure in rubber. After catching himself moving them just out of sheer pleasure to feel rubber on rubber, Roy decided to try not moving all together. Then a thought hit him, if his feet were becoming easier to move the fuller they became, then the rest of him should be too. Tentatively he tried his now jell-o filled legs, and to his delight, they bent! Reluctantly, slowly (and with an odd, pleasurable sensation as the jell-o within them moved around) but they bent! He might have tried then to escape - his back was against the wall, so he could easily have moved himself up it with just his legs - but try as he might, he couldn't budge his arms or even his fingers. And in order to truly escape he'd need to turn off the machine he was attached to. He sighed, knowing that there were only two ways he could do that; wait until his arms were full (by which time it'd be nearly too late) or wait for his tail to emerge and hope it would be long and dexterous enough to do the job.

Resigned to his fate for now, Roy sucked determinedly at the rubber hose, taking in as much of the sweet, semi-liquid jell-o as he could. He was rewarded by feeling his legs slowly expand outward, becoming both fatter and easier to move. He watched as the slow process happened, letting himself give in to the pleasure his expanding rubber skin was giving him.

******************************************************************

Roy lost track of time as he continued to swallow the sweet, ever-changing flavored jell-o. His legs had grown to a thickness almost never seen in humans, their round, flabby, gelatinous state making them look like a cross between elephant's legs and tree trunks. As he felt his butt slowly balloon outwards as he filled the remainder of his lower body. He was pleased to feel an additional pushing sensation from his lower back. Moving his head, a long, tube-like appendage began stretching outwards, filling slowly with the same jell-o that now bloated his legs. Capable of fully using them once again, Roy rose slowly off the floor. An almost unbearable feeling of pleasure rippled through him as the jell-o in his legs jiggled and wriggled around.

'I-I can't give in.' Roy thought, desperately trying to fight the desire building in him. His tail had just finished filling out and hung like a massive sausage over his posterior. Roy found that he could move it easily. He tried hard not to swallow too much more jell-o. He maneuvered himself carefully over to the machine. The control was fairly simple, a knob that was currently pointing to 'slow fill'. Below that was 'off'. To the other end was 'bloat'. Carefully, Roy tried to get his tail to turn the machine off, hoping somehow that the process would reverse. His tail slipped, however as it moved the knob, pushing it directly to 'bloat'. Suddenly Roy felt the slow stream of jell-o increase immensely. He was forced to the ground by sheer velocity. It took only a few minutes of the steady steam to completely fill in his belly area. Like paint spilling across the floor, his belly oozed outwards at a frightening pace, changing from rock hard abs to jell-o filled gut in almost no time. Love handles changed into spare tires in a matter of seconds as his entire lower torso took on the shape of a pear's bottom. His expanding belly area brought him the greatest pleasure yet, but it didn't stop there. The jell-o quickly poured into is chest, causing it to fall outward, sagging and sloshing. His arms, already pushed away from his body by his belly were further pushed out, then the stream started pushing them too. His fingers thickened and rounded, becoming more mobile. His arms filled even more rapidly than his body, taking the size and shape of gigantic sausages. But the unrelenting jell-o did not stop after it had filled his arms to gelatinous roundness. To his horror, Rob could feel his body steadily increasing as he swallowed more and more of the delicious mix. As he watched his legs and feet grow plumper and softer, he felt the familiar euphoria that always came with such expansion. His belly bellowed out as he watched, slowly covering his legs in its massive rubber folds. He felt bliss as he'd never felt before as his whole body expanded, getting larger and larger every second. Though his arms had been mobile for a while, they were quickly expanding and becoming harder to move. He felt like a balloon being pumped up with too much air. It was terrifying, exhilarating and orgasmic beyond belief.

Then, suddenly, the machine stopped. Looking up, he saw a large orange raccoon next to it, waving one finger. "Naughty, naughty. You tried to escape." He removed the hose from Roy's mouth, then turned to the table. Roy wondered for an instant how he had missed the gigantic orange rubber coon come in, but all thoughts left as he saw what the raccoon held. It was a head - a jell-o filled coyote's head with blood red marks and golden fur that matched the rest of his body. The cheeks looked like those of a chipmunk holding water instead of nuts, round but droopy with many folds. There were several chins on the head's jaw and its ears and eyes were also folded in gelatinous fat. The worst was the stupid, great grin on its rubber face. Roy knew he was helpless to do anything; his elephantine arms could do little but flap uselessly at his sides. The coon bent deliberately low, making sure the full expanse of his rubberized body rubbed and jiggled all of Roy's new self. Despite everything, Roy felt more fully aroused as his body sloshed and jiggled and oozed with every movement. He experienced pleasurable pressure as the coon slowly lowered the yote head onto his own.

'I am a rubber animal now.' Roy realized and suddenly didn't care. He gave in to the pleasure filled waves as the jell-o in his body moved and jiggled to accommodate the raccoons form.

BalloonCoon sealed the new yote's head on to his body with a black rubber that ended up looking like a collar. It wasn't a bad look. The new coyote was currently too engorged to move, but arrangements could be made later to resize his body a bit. Right now BalloonCoon enjoyed the pleasures of rubber on rubber.

Chapter 10- The Plan

Mat and Phil stood poised on the fire escape along side the common room window. They had managed to gather a steak knife to pop the leader's balloon costume and a length of rope to tie him up afterwards. They hoped the others would run away leaving them with a nice hostage to use against the Phi Betas, or whoever was behind this. Peering in, Mat watched as the yellow raccoon lowered a rubber canine head over who he thought was Roy, but he didn't look much like Roy anymore as his body had grown huge since they last saw him.

"Those bastards!" Mat whispered to Phil, "They got Roy in some kinda fat dog suit, and he isn't fighting back at all!"

"Alright then...now's our chance Mat, while they're still distracted with him!"

Phil motioned to Mat as the first boy opened the window silently. They slipped in one at a time, ducking behind the couches and out of sight. Mat poked his head out to see the raccoon still engaged with the corpulent coyote.

"OK Phil...one...two...three!"

With a blood-curdling yell Mat and Phil jumped out from behind the couch brandishing their slightly-dirty steak knives. They headed straight for the raccoon, who could only turn around as their blades met his side, sinking in quickly as the knives sheathed themselves in his rubber hide. The coon looked ghastly shocked for a moment as the boys attacked, but a grin crept across his pudgy muzzle as he looked down nonchalantly, seeing the both boys' hands engulfed in his belly.

"Mat....Phil...I can't believe you'd try to stab your own fraternity brother!" the coon spoke calmly, sounding a bit disappointed with them.

Mat immediately recognized the voice. "Billy? Billy, that's you! Whatever they did to you, I'll help you get out of there!"

Mat tried pulling his hand out, but Billy's fat backside tightened around his hand, too strong for him to pull out.

"Oh, but that's where you're wrong Mat...I chose to be this way, and so did everyone else here," he gestured around the room as all the balloon critters nodded their heads, "and so will you guys!" he said cheerfully. His thick paws reached out and covered each of their mouths, squeezing tightly before drawing his hands back, two perfect tight orange rubber gags left in their place. Their muffled protests fell on deaf ears as they heard a rukus behind them, a group of familiar voices all shouting.

"Ooooh! I want to do Mat! He'd make such a cute frog!" "No way! He's mine! I know he'd make the perfect cuddly hedgehog!" "No, he's mine!"

The two brothers turned around to see a half dozen of the balloon animals clamoring towards them, pawing at them eagerly. They breathed a sigh of relief when Billy put up a paw to stop them.

"Not yet guys! Normally I'd just let you have them, but they did try to pop us, so I think they should get special treatment. There a chubby kangaroo who would be dying to get her paws on these two..." Balloon Coon grinned wickedly as he looked to the far corner of the room. Mat and Phil turned their heads to see a gigantic lavender and pink kangaroo squatting in the corner, batting her lashes seductively as she eyed the boys from her corner.

"Of course, as loving as she is, she can't take both of you at once. Phil, you'll get the pleasure of meeting our lovely miss kangaroo. As for you Mat, you need to learn yourself a lesson, so I'll let you just hang out with your brothers there for a bit and get acquainted. Fizz, would you be so kind as to show our bro Mat a good time?"

"Certainly!" the bouncy otter bounded forward, twirling around as he waggled his rear towards Mat, his thick soda-filled tail coiling around him tightly. The round valve on his tail tip pressed against Mat's gag, the rubber giving way as Mat felt a rubber tube press between his lips. Fizz churred happily as his tail poured the syrupy soda into the unsuspecting Mat, who could do nothing but suck at the valve as sweet cola trickled down his throat.

The others followed Fizz as he retreated to a spot on the floor in full view of the 'roo, laying the tail-wrapped Mat on the ground gently. The balloons all gathered around Mat, rubbing and cuddling him squeakily, his mouth full of sweet bubbly soda as a thousand smooth paws touched him all over, tugging at his clothes and pawing his naked skin as they treated him like their own toy.

Meanwhile, Balloon Coon wrapped his striped tail across Phil's back, ushering him closer towards the 'roo, the boy trying his best to back away. The 'coon's massive tail proved too strong as soon Phil found himself face to face with the belly of the kangaroo, staring at the pink pouch that stretched around her plump lavender belly. Or at least Phil figured it was a she, her coloring and species all suggesting a female, though he was sure it was just another one of his brothers trapped inside.

He looked frightened at her as she admired him from afar, the boy too shocked to speak. Reaching her bulbous gloved mittens towards him, she gripped his waist gingerly taking the boy from the raccoon's grasp as she lifted him to her chest with surprising ease. Cuddling him tight in the crook of her arm, his body sank into her lavender chest as she squeezed him tight. Opening her pouch with her free paw, she quickly stuffed his kicking legs inside, letting the thick lip of rubber snap down over his legs, his feet making harmless indentations in the rubber with each kick. She giggled as her glove engulfed his head from above pushing him deeper into the pouch, the thick layer of rubber stretching to accommodate his body as her massive belly squeezed on him from inside. His form could be seen perfectly inside the roo as the pouch stretched around him, the rubber showing no signs of breaking as Phil's struggles went in vain. With one final shove Mat watched as Phil's head disappeared into the pouch completely, the kangaroo sliding a boxing glove down along the lip, sealing Phil inside.

The kangaroo moaned deeply as Phil squirmed about, the water sloshing around cushioning his blows while pressing in wonderfully on Violet, who in turn squeezed and kneaded Phil tighter to intensify the feeling. Somewhere deep down Violet knew he was still Damon and was still a man, but the fact seemed trivial to him now as his motherly 'roo instincts took over from the sheer emotion of it all, the giant rubber marsupial cuddling Phil lovingly as she cooed to him softly, rocking her belly trying to calm his thrashing.

Inside the pouch, Phil struggled in darkness as the smell of fresh rubber invaded his nose, the soft walls of his prison massaging him senseless. The pouch's inner lining seemed to be made of a smooth velvety latex material, much softer and suppler than the rest of her skin by far, almost velvety in nature. As he tumbled around in the pouch, Phil felt four marble-sized protrusions that had grown from the roo's belly. Twisting his body he flicked at the pliable nub, the rubber bending slightly as he felt the kangaroo rumbling about moaning in pleasure, leading Phil to believe them to be the equivalent of the roo's nipples, remembering what he could about kangaroos from his biology class. Not that this roo was anything he had ever seen before, he thought.

Mat watched from behind a rainbow of different colored paws, catching glimpses of his friend in the kangaroo's pouch as Mat was passed from balloon to balloon, each cuddling him tightly as still more paws massaged his legs and teased his cock, his clothes ripped off long ago. He stopped struggling eventually, the balloon animals displaying amazing strength holding Mat in their clutches, his struggles only seeming to encourage them to rub their massive bodies against him, as Mat often found himself choking on a roll of rubbery flab. Their smooth rubber skin did feel kind of nice on his own skin he thought, distracted by the sensuality of it all Mat barely noticed as his own struggles lessened a bit, the boy letting out a moan here and there before catching himself mid-thought, reminding himself again what kind of predicament he was in as he thought of any way to escape his rubbery fate.

Clearly in no hurry to finish him off, the roo continued stroking Phil affectionately, his body turning over again and again helplessly as the roo's paws kneaded him forcefully. After an indeterminate amount of time had passed, Phil could clearly feel the rubber caressing his naked skin as his clothes seemed to have melted away, a casualty of the kangaroo's magical pouch. Fearing what the pouch might do to his bare skin, Phil tried to curl himself into a fetal position, whimpering uncontrollably. A cool numbing tingle washed over him as the soft material slid along his exposed balls and shaft, spreading outward into an intense, yet not at all painful feeling. Between the motion and the sound of water rushing past his ear, Phil couldn't help but calm down a bit as the roo seemed to be coddling him gently from outside. A faint echoing voice rang in his ear amidst the cacophony of squeaking around him, a calm reassuring voice telling him to relax, that the roo wouldn't let anything bad happen to him now. The voice seemed to be coming from inside the kangaroo and speaking directly to him. It was a soft effeminate voice he couldn't quite place, motherly almost, telling him to be calm, that Violet would take good care of him. Fear and confusion muddled Phil's thoughts, but the calm steady voice actually comforted him, his emotions subsiding slightly as he listened intently to her soothing voice echoing in his head.

The kangaroo moaned blissfully as she rubbed her prisoner, his struggles lessening the longer he stayed in her pouch. Strong currents coursed through the roo's bloated form as she squeezed him rhythmically, his body making the water slosh around heavily inside. Rocking back and forth on her massive tail, Phil felt the roo's haunches squeeze him inwards. He heard the voice louder now, the sound seeming to come from every direction.

"That's right dear, no need to worry. Shhhhh...just settle down now," Phil felt her paws stroking him through the pouch. "Momma's got you now."

Taking a deep slow breath, Phil slowed his struggles and listened to the kangaroo's words echoing in his head. Holding completely still, Phil focused on the feeling of the pouch stretched taut over his body, the feeling of it pressing him tight against her massive belly, the soft velvety inner lining caressing his naked skin as she cuddled him over and over, cushy mittens massaging him endlessly.

Sighing happily, Phil curled up against the roo's belly, feeling perfectly comfortable in the confines of her velvety pouch. The soothing cadence of her voice lulled him into a sleepy daze as he nestled against her. Phil moaned slightly the roo's paws rubbed him up and down, the soft lining of her pouch

Violet shifted her huge feet, her body wobbling as she maneuvered to cuddle in tighter around Phil. He moaned softly as the cool feeling grew stronger with each suck, the rubber encasing his head completely as it spread down to his arms and chest. The 'roo's paws kneaded at Phil, gently pulling his arms to his sides through the lining of her pouch, the rubber sealing to itself on contact.

Balloon Coon grinned as he looked back and forth between the two bros, Phil's cocoon forming nicely inside the pouch as Violet cuddled him into submission while Latte had Mat pinned down on the ground, the badger nuzzling his cheeks while Ricardo and Cody pawed at his legs and each other beneath him. By this time, Mat's body was speckled with different colored rubber left behind bit by bit from the endless barrage of fat groping paws. Barely able to contain himself, the portly raccoon bounded over to Mat, squeezing himself between the badger and fox as he joined in the fun, his own pudgy paws massaging Mat's chest.

Mat wore resigned look as he weathered the 'abuse' the balloons dished out, far more embarrassed than in pain as he grimaced, doing his best not to get hard. He couldn't let them know that he liked it or else it was all over for him. Thinking thoughts of old fat saggy women in bikinis, Mat fought the feelings that threatened to overwhelm him as eight smooth paws rubbed him up and down, their dexterous mitts kneading and massaging him in all the right places as he squirmed beneath them, trying to hide his growing erection. Cody immediately picked up on this, the fox reaching a milkshake-filled paw to grasp his penis. Mat gasped as the fox's cold rubbery paw wrapped around his manhood, sending a shiver up his spine as Cody began pumping at his cock. Mat gritted his teeth and tensed his whole body trying to fight the feeling but the fox only stroked him harder, seeming to enjoy making a game of seeing just how much he could take before he gave into the rubber.

In her own corner, Violet glanced over at the orgy of balloons surrounding Mat listening to the symphony of squeaky rubber bodies. She rubbed her pouched victim lovingly, stroking him with a thick gloved paw as she felt the rubber had run its course, her pouch cocooning him completely.

As he rested his head down, his nose brushed against a rubbery nub. Instinctively, Phil pressed his mouth against it as his gag parted enough to let the teat in before sealing to his mouth. He closed his eyes and began to suckle lightly, a drop of cool liquid crossing his lips as he felt the rubber start to fill with the liquid, feeling a tingling sensation on his cheeks which bloomed outward from his mouth.

The 'roo purred loudly as she felt something tugging at her sensitive teat, placing a fat paw under Phil's butt for support as her free paw cradled the back of his head as she felt him start to grow. The water flowed freely now from the roo's teat, the boy hungrily sucking part of her massive girth as his cocoon began to swell, the bulge in Violet's pouch extending greatly as she shrank while he grew.

The boy moaned and squirmed inside his pliable prison, feeling the tight walls massaging his body as the giant roo cradled him in her mitts. Phil closed his eyes as he felt the cool sensation rushing past his lips and spreading from his face down over his shoulders and chest. Mixed in with the feeling of the rubber tightening all around him, Phil barely noticed that it was his own body that was causing the change, thick blubbery rubber replacing taut skin and muscle instantly as the water filled him. He was too occupied with getting more out of the teat, his instincts somehow telling him the more that he sucked, the better he'd feel. Not in any position to argue this point, Phil continued suckling happily as his body continued inflating at a rapid pace.

The 'roo was all too glad to cuddle the hapless brother into oblivion, grinning as she felt her little prey being permanently sealed in rubber as the water reached his toes, encasing him completely inside a water balloon. Almost too caught up in the event herself, Violet looked down to see that the ground was noticeably closer now, Phil seeming to be sucking her dry as she struggled to keep her arms around her pouch.

"Oh dear! Uhhhh...BalloonCoon....a little help here?" Violet waved a gloved paw to the portly raccoon, who came bounding over with hose in hand. They both admired the gently writhing bulge in the confines of her pouch momentarily, the coon patting his pudgy bro with a grin on his muzzle as he handed the hose to the roo. Violet's grabbed the tube with a pudgy hand sticking the open end into her muzzle.

"Sorry about that Violet! I guess I didn't expect him to be so eager. But I guess spending an hour tumbling in the velvety confines of your pouch will do that do anyone!" the raccoon giggled.

The 'roo's purple cheeks blushed red. "Awwwww...you're too sweet coonie! In this case, the pleasure is all mine. Though I think it sounds like Phil may contest that, isn't that right dear?" Violet squeezed her pouch tight as the bro stuck deep within her let out a muffled moan.

"I just wonder what he'll become!"

BalloonCoon turned on his fat booties, his body jiggling greatly as he bounded off towards the faucet. He looked back to see Violet give him the thumbs up, turning the faucet onto full blast. He could hear the water rushing through the hose and to the kangaroo's mouth as soon she was moaning as loud as the victim trapped in her pouch, patting her belly as the incoming water soon equalized with the drain to Phil's cocoon, her belly now starting to grow a little. Just in time too, BalloonCoon thought as Phil was starting to stretch her pouch out a little too much.

"Alright Violet...it looks like you've got everything under control here...I'm going to check on Mat here," The roo nodded as BalloonCoon bounded away yet again to the far side of the room, where a half dozen balloon animals vied for the chance to help initiate their brother to their balloonie fraternity. As BalloonCoon gently pulled them aside one by one he soon found his mate's efforts to be successful, as where Mat once sat was a four foot tall white solid rubber egg.

BalloonCoon blinked. "Well, I did say to show him a good time, and from the looks of it he must have enjoyed himself!"

He saw the egg wobbling gently, placing an ear to the rubber he heard a low rumbling inside which intensified as he rubbed and hugged the egg. Inside, Mat had long since given in to the pleasures of rubber that had coated him again and again. After a time he found himself curled into a ball as the endless groping paws piled on layer after layer of rubber, leaving his cock for last as they teased his erect member mercilessly before sealing it away inside the rubber egg as well. Mat was simply glad that he could breathe now somehow, admitting to himself that all this rubber sensuality may not be such a bad thing after all.

"You guys did your job....now it's my turn!" seemingly out of nowhere BalloonCoon pulled what looked like a rubberized bike pump. Sticking the broad nozzle into the top of the egg, his mitts nimbly flicked the switch to seal the valve and began pumping. The egg responded to the pressure immediately, its occupant wobbling to and fro frantically, an audible moan of pleasure emanating from within.

With rapid and constant pumping from the raccoon Mat's egg grew quickly and uniformly, the outer shell blowing up like a balloon while inside Mat's cocooned body grew to accommodate, the air pressing in tightly between Mat and the outer walls of the egg. BalloonCoon grinned as he watched the white orb grow, playfully trying to compete with the roo as he pumped furiously, the sound of air rushing into Mat filling the air drowning out his pleasured moans as he writhed within. Mat felt the pressure ballooning out on every last inch of his body, his hands being encased in thick fat mittens while his feet plumped out into flat flippery feet. The bulk of the growth seemed to be coming from his belly, which pressed out hard against the outer walls as he grew. The pressure welled up inside him, massaging and swishing around him heavily as the pressure collected on his body. He felt as light as air now as he rocked gently, feeling his tight egg sway back and forth as the pressure of the rubber balloon all around him shifted around, massaging his skin gently as he heard the squeaks of his balloon prison echo around him. Back outside, the raccoon's magic power sensed Mat's thoughts inside the egg. 'This is going great,' he thought, 'and I see no reason to stop any time soon..."

***************************************************************

The fraternity brother formerly known as Phil was the first to emerge, his girth finally proving to be too much for the roo as the lip of her pouch split. Slowly, a blunt steel grey muzzle began to poke out from inside the pouch, followed by an equally grey head with two black wide eyes peering out.

Having fallen asleep, the commotion reawakened the roo who looked down as Phil's new form was poking its way out of her pouch. Sad to see him go but happy to see him happily transformed, Violet squeezed the bottom of her pouch as a giant mass of shiny grey rubber squirmed and struggled its way up and out of the roo's belly pocket. As he climbed up, Violet could see that her bro had become a massive grey rubber seal, from the looks of it. His blunt but bulbous muzzle smiled as he looked out from behind bright plastic eyes. The marsupial leaned forward to help as the seal spilled out of her pouch onto the floor, using his thick flippers to slow his fall. All the balloons in the room looked over as their new ballooned brother lay on the floor, the seal a good eight feet long and five feet tall of pure watery blubber. His body moved in waves, aided by the flowing water inside him as he positioned his fat flippers under him, undulating his body as he propelled himself forward, his jiggling body throwing him off balance slightly. The aquatic animal looked around curiously, flapping his flipper tail behind him as he let out a loud bark, slapping his flippers together squeakily. Fellow balloons Ricardo and Latte came over to join the just initiated brother, who looked up at them smiling.

"Impressive Violet...you're really outdone yourself!" the skunk hugged the seal, laying on his massive body as the badger followed suit, the two smaller balloons using the seal as a couch as he barked happily underneath them, inside the occupant blissfully snuggled under layers of massaging rubber.

Across the room, the final assailant was well on his way to becoming a balloon animal as little tears began to form in the egg's shell. The remaining balloon brothers looked up as a bright orange beak poked out from within, a yellow stripe running across the beak separating it from a black patch behind. The egg since punctured, the white skin deflated like a balloon over the emerging bird. Broad rubbery feathers poked out to pry the eggsac off, pulling it down over its body as the body of a giant pudgy puffin was revealed. The Puffin's white masked face looked at the rest of the bro's as his shiny black eye blinked curiously. His body was entirely black and shiny, a round patch of white covering the belly and leading down to the bird's thighs where the puffy rubber tightened into bright orange legs that led down to his webbed feet, more pudgy than flat as Mat shifted his weight getting used to the feel of the tight rubber balloon around him. The puffin let out a giddy squawk as his pudgy feathered hands rubbed his belly. His bros wasted no time joining in, leading the puffin over to where his friend lay squirming happily as a puffy couch.

Grinning, BalloonCoon tossed his magic pump aside, studying the scene. Over a half dozen balloons created in just one night, all happily squishing and squeaking their new bodies in an orgy of rubber animals. It was just what he had hoped for. Tomorrow, he might see about spreading this gift to more of the campus and then who knows where. But for tonight, the pudgy orange and yellow raccoon decided that world conquest could wait another day as he bounded off happily to join his brothers in a group hug.