Amy & Helen are alone in class, they are meant to be working but, as usual, Helen has other ideas. She goes in her desk and pulls out some balloons. She blows one up behind Amy’s back and then lets it go in her face! As Helen takes her balloons to the front of the class Amy joins her and they are soon both blowing up balloons and playing around with them. As they have fun blowing them up, squeezing and even popping them they start to slip off their uniforms. As they get more naked they think of more inventive ways to play with the balloons, sitting on them as they try to pop them with their perfect round bottoms! As the balloons roll around the floor they also use their heels to burst them. Soon both girls are in just their lingerie, rubbing the inflated balloons against their exposed skin, before they slip their bra & panties off too!