Credit where credit is due: I couldn't have written this story without the help of Morphy of FurryMuck. Before I talked to him, I had no idea balloonies were so complicated, or that they could be predatory. Much of the material in this story is based on a series of letters I exchanged with him.

The hard way
By Strega

Kiandra was half a mile from the caravan when she saw the package.

Patrols swept this stretch of woods between Greyhawk and Verbobonc on a daily basis, so it was safe enough to take her exercise. And any common brigand who molested her would find that while she was female, she was still of the Khardaki. The lion people were not a fragile breed, and her six foot two inches of finely toned muscle included little fat. Only her breasts were 'wasted' weight, and they were small on such an Amazonian female. She was not an expert with the short spear she used as a walking stick, but she was no novice either. Her stiff leather breastplate and steel armbands provided at least a little protection in a fight, and all in all she didn't strike the eye as a simple mugging target.

She paused and eyed the cloth-wrapped bundle spilling out of the fallen crate. It was too far from the caravan trail to have tumbled off a wagon.

"Probably just garbage." Her curiosity was piqued, though, and she prodded the crate. It popped back upright, and there was nothing in it. Its sole content must have been the bundle -- an eighteen inch square and almost foot-thick, cloth-wrapped package.

"Oh well, no use fooling myself. I'm going to look anyway. Curiosity and cats, they say..." Of course, she was not really a cat. Or half cat, at most. Lacking the mane of a male Khardak, her face was entirely lioness, if you discounted the gold and silver rings in each ear. But that face sat on a human-ish body and that body atop human-like legs, complete with feet that could walk either flat on their soles or catlike on the toes. Savannah-yellow fur covered all but her throat and belly, which were nearly white. All a holdover from her leonine ancestors, before Yet Another Wizard (or in this case wizardress) decided to 'make a race'. The Khardaki were more humanoid than most such creations, and got along famously with nearly everything that walked on two feet. Though most things that walked on two feet didn't sport a tufted leonine tail like hers.

She knelt by the parcel and tugged the linen wrappings away. Within were two smooth, folded parcels, one mud-colored and one orange-brown. She picked up the second one, flopping it on the grass and sending it rolling so it half-unfolded all in one long tumble.

"Well, that's...different." It was a smooth (rubber?) foxwoman, accurate in color if not in texture. The material wasn't like any rubber she had seen: it was very, very smooth and soft. The feel of it resembled the little bladder balloons cubs played with, and she gave it a quick feeling-over for a blow-up hole. She found it, too, some sort of self-sealing nozzle on the end of the tail, but only after she found three puckered openings. One beneath the tail, one in a slit of 'sex' and one past the rubbery white fangs.

She smothered a laugh. "Oh, someone is extremely naughty. I wonder who made you." There could be no question of leaving this behind. She'd pay good money to watch a male hump the thing, and given the nature of Khardaki males, it'd take about fifteen seconds to find one in camp who would. In public. With the other males cheering him on. "As long as I don't have to wash you out afterward."

Folding the thing up once more, she set it aside and grabbed the other one. This was a larger and heavier parcel, mud-brown with hints that parts of it were darker still. A flip of her hand got it half unfolded also, revealing lighter, sand-brown stripes along the sides. Like the first, it was a balloon humanoid, but not a type she'd seen before. The face had a short, sharp muzzle framed with sand-brown ruffs, and the larger side stripes met atop the root of a short but thick tail. Curved white claws and nasty (but fortunately rubbery) fangs armed the thing, which while shorter than she was, but much broader of body. If it'd been alive and upright, she wouldn't have wanted to fight it. But what was it?

"Half a moment...it's a wolverine." The side-stripes were a dead giveaway, now that she remembered the illuminated nature book her mother owned. She fingered the star-liked white blotches where rubbery neck and body connected, and tried to remember if there was a wolverine-man race.

She remembered...something. Some minor race that lived to the west, past Celene. The elves didn't welcome many caravans, so she'd never been that way. But supposedly there were several beastman races -- including a fox and a wolverine race -- to go with the more familiar (and more evil) gnolls and bugbears.

This one was a boy. She fingered the molded ballsac, cast in one piece and realistically shaped. It was a hefty pair of orbs, and she found a stiffness beneath the belly fur as well, under a white stripe.

"Hm, no reason for the men to have all the fun." She pulled the tail up toward her lips...but there was no nozzle.

"What's this?" The tip of the tail was smooth rubber, with a seam on each side but no nozzle. "Where is yours hidden?" This balloon had a puckered hole beneath the tail like the first, and another inside the fanged maw. There was, on close examination, even a slit at the end of the white groin stripe. That wouldn't be there if the rubbery cock couldn't come out...but where was the nozzle? She scratched her head and ran the rubbery folds through her fingers.

A minute later she was just as confused. None of the claws had a hole, the nostrils were sealed, and the shape of the muzzle pretty much ruled out blowing it up that way. She couldn't be expected to blow air into its ass, could she? No, if the creator of these things were that perverted, the female would have had a nozzle in its sex, not at the end of its tail.

Puzzled, she went back to feeling out the only genuinely rigid bit -- the stiffness beneath the white stripe. Some ten inches from balls to slit, relatively thin for its length, and...what was that? The tip wasn't smoothly pointed. A 'step' in the tip reduced its diameter suddenly from an inch to half that.

"Oh, someone is really naughty. Now, how do I get you out? If you were a real male...." She began to stroke the ridge under the white stripe, kneading it with her strong fingerpads. "There must be something."

She didn't find a switch, but the mere act of stroking the ridge made it swell. "Aren't we clever...." She rubbed the growing bulge as though the balloon were a real man, and the long, thin shaft beneath the rubber swelled thick. Maybe not as thick as a well-hung Khardak male, but as thick as an average one, and there must have been ten inches of it. Soon a shiny black tip emerged from the slit, and sure enough, there was the nozzle.

"Naughty, naughty." More of the 'cock' slid into view between her fingers. The balloon wolverine-man really was commendably well endowed, considering 'he' would have stood inches shorter than she. The folds of brown 'pelt' that had concealed it drew back, and some internal mechanism slid the whole thing out into the open air. She had a double handful of slippery black rubber cock now, ten inches long and over two thick.

"I suppose I could just use you as is...but no." She smiled, and lowered her muzzle to blow.

The first puff of air went through the 'cock' and into the balloon, swelling the groin and vibrating the material. It made a low, shuddering wheeze, and the second breath of air was even louder. She sealed her thin black lips around the smooth shaft for the third, and noticed it growing stiffer still. Well, that made sense. The air was going through the thing, after all, and some of the air would linger in the rubbery erection.

Wheeze, wheeze, and the groin of the thing was a proper bubble now. She knelt down on all fours to continue, hands and knees cushioned by the yet-to-inflate 'legs', and puffed more air in. The thick black shaft was warm between her lips, filling her mouth just as amply as a Khardak cock. It tasted odd, its peculiar rubbery flavor mixed with a musk that she guessed had come from previous 'use' of the thing.

She took her muzzle away from a moment, panting. "I wonder what species of female mounted you last, eh? A human? An elf?...no, a spindly elf-maid would split open around this. A dwarf...nah. Probably a human. Though you don't taste like a human." She lowered her head once more for the swaying black 'cock'. It seemed even thicker now, and pulsed between her lips with each puff. The thick rubbery walls of the thing gave it a stiffness many males would envy, and she fingered the dark brown 'balls', marveling at their soft-with-internal-firmness realism.

The body of the thing was half inflated now, and the air was making its way into the limbs, gradually expanding them from their flat pleats to something resembling a live creature. The muzzle popped up into shape, its black nosepad shiny and real looking. Each puff of air made the whole bubbled-up front of the balloon vibrate (wheeeeze), and the muzzle bobbed as though the thing was looking down at her. Soon she'd have to move her hands and knees.

She had it about a third full of air now, and went back to fondling the 'balls'. They were warm now too, warm and stiffening up against the body. Just like a real male about to --

"Uuuuugh!" Her muzzle was suddenly full of goo! Instead of that breath of air going into the black rubber cock, hot, salty stickiness spurted out. There was so much of it that the sudden geyser filled her mouth and spilled out all around the fat black shaft. She coughed out ribbons of clear slime, yanking her mouth away as the balloon ejaculated. There was no other word to describe it: the thing came in her mouth, and as she jerked her lips away, it sent further spurts of jizm over her chin and hands.

"Oh, gods!" She spat out blob after blob of 'seed', leaping to her feet to get away from the spurting source. Without even stopping to kick the miserable, perverted balloon thing she spun and stalked down the trail, grabbing handfuls of leaves to wipe off her chin and handpads. "...Disgusting...!"

As her haughty footsteps faded into the distance, the pile of smooth orange material stirred. At first, it was just a twitch, but as the lioness vanished into the distance, the folded-up vulpine muzzle slid into view. The rubbery material thrummed as it moved air through itself, producing a voice amused and contralto. "I tooooold you that'd happen. But you had to learn the hard way."

The wolverine-balloon stirred, stunned and weak from its recent overwhelming pleasure. "...I didn't think it would. Sucking, yes, that'd do it to me, but she was blowing air in. I didn't realize it'd feel so good. Or that she'd play with my balls..."

The vixen chuckled, gradually unfolding her upper parts. She didn't bother to inflate herself, but stood her head and shoulders up on still-flat elbows, resting her muzzle on her rubbery palms. "I notice there's no lioness vanishing into your belly. Wasn't that the point of lurking here?"

"Oh, be quiet." The male balloon had a deep and growly voice, generated like hers by vibrations in his latex hide. "I seem to remember a similar incident with a well-hung lion man. 'I'll just move my nozzle to my clit. What could it hurt? I'm not like a male. I can come when they're blowing me up and have time to recover and grab them before they're done poking me'. And it'd have worked too, except you started moaning and vibrating before the lion even stuck his dick in you --"

"And he left! He was so flighty." The vixen pouted. "All right, I admit it, at least you stayed quiet when you came in her mouth." She watched as the wolverine-balloon bent bonelessly down over himself and sucked up the blobs of semen spat out by the lioness. The thick black cock moved too, vacuuming up the goo on his balls and upper thighs. "But that still leaves us hungry."

The male swallowed at both ends, taking real wolverine semen into his belly. There it almost immediately began to transform into latex to be absorbed into the belly-walls. The same thing would have happened to the lioness if she'd been less disgusted, though absorbing her greater mass would have taken much longer. Except for the musteline seed, and the strange rubbery-fleshy balls that produced it, the latex creature was entirely that -- latex. "I wasn't very hungry anyway. I guess I let myself enjoy that more than I should. But I tried to hold back, really I did."

"I saw. Oh, she should have seen your expression. Your eyes were rolling, your fangs clenched so hard they bent, and she was so busy blowing you up she never even noticed. Hee, hee, hee!" The flat, upright vixen swayed back and forth. Her material wasn't as opaque as his. Latex creatures like these two had a life of their own, however magical, and they needed to eat just like anyone else. It took energy to move, and their 'skin' shed tiny particles of rubber as it rubbed other surfaces. To replace their material and maintain their energy, the rubbery predators engulfed prey large or small, 'digested' it into latex, and added it to their walls. A new or undernourished balloonie was nearly transparent, while a well-fed one -- like the latex gul -- were virtually opaque, becoming translucent only when stretched around a meal.

They didn't need to eat much, though. One human-sized meal would last either for months if they weren't too active. In fact, eating too much could build up their walls until they lost flexibility. A voracious balloonie could practically turn itself into a statue, unable to move until it lost weight again through fasting. At the other end, a famished balloonie could become so thin that it lacked the strength to feed. Eventually it'd become just what it appeared -- a latex toy, unable to move unless some helpful creature fed it with bodily fluids.

"Well, Shural, what now? I think for starters you need to move that nozzle off your cock."

"No argument, Shalira." Already the magical latex was flowing, and the cocktip protruding from the male's half-inflated belly lost its nozzle. The black valve crept gradually onto his belly, heading for its eventual destination. "I could stick in on my balls...."

"Tail-tip, dear. Tail-tip."

"Yeah." It'd been two years since Shural was changed into this shape, and six months since he ate and transformed Shalira. Like most balloonies, he'd left the newly changed vixen to work things out on her own, but unlike the vixen that had transformed him, he'd lingered nearby. When she emerged from her cottage, still fat with a digesting fox lover, he'd introduced himself properly. He'd appreciated her lust when she found, blew up, and mounted him, and offered to teach her the ropes. Soon that relationship of convenience had blossomed into something more.

The vixen spoke in musical, amused, and yet serious tones. "You could leave it there, and I could see to it that you weren't so anxious when the next one blows you up."

"And you could put yours back on your clit, and I'd help you the same way." He grinned a rubbery-fanged grin. "A'course, since we're both rubbery and toothless, sooner or later more than a cock or clit would get sucked in."

"I could live with that, dear." Balloonies were in many ways their own worst enemies. A strong opponent armed with a blade or claws could defend itself against one, and fire or magic could destroy them. Likewise, if one balloonie sucked in another, they could absorb its latex directly into their bodies. This 'pre-digested' food would increase the bulk of the predator just as would a flesh meal, and would destroy the prey-balloon. But as with fleshy prey, they didn't have to digest it. They could simply entrap it. Flesh prey could be converted into another balloonie, too, as had happened with them, but this third course wasn't an option with a balloon meal. It had to be either absorbed or eventually freed.

"You did live with it when be were arguing over that elf." The luckless, pointy-eared prey had been pounced and molested by rubbery Shural, whose latex cock had been painfully large in her little snatch. Shalira, helpfully, had muffled the elf's cries by engulfing her head...only to have the distracted wolverine-balloonie swallow her as well even as he pounded toward release. Shalira had spent the night in his stretched belly, digesting the elf and then emerging when he opened his mouth. He could have absorbed her. He didn't.

"Mmm. She was tasty. And maybe sometime I'll get to taste you like you did me."

He smiled. "You could taste me right now and I wouldn't object. Part of me, anyway." The valve was on his tailtip now, and still half-inflated, he rolled onto his side to expose his groin.

"Ooo, a liquid snack. Haven't had one of those for a couple of days." The flat vixen slithered close like a latex serpent, and the two balloonies withdrew into the undergrowth for privacy. For tonight, at least, the world and its people were safe from their ravenous, rubbery hunger.

The End