The festival begins Friday and runs through Monday.
"We named it the Philly Balloon Festival because believe it or not, if you go up to around 500 feet, you get a beautiful view of the Philly skyline," explained event owner Jake Frame of Lancaster Balloon Rides.
Festival Producer Bruce Mowday spoke to us from inside a balloon.
"We're celebrating our independence, which is clearly for Philadelphia, and Philly was actually the first areas where balloons flew in the United States," said Mowday.
Balloons fired up before sunrise, with the glow shining through the dark sky. As day broke, other balloons stood up.
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There are more than 20 balloons for the festival of all different shapes and sizes.
Frame explained what it feels like to fly in one.
"You're floating along, you don't even feel it once you leave the ground. It's nice and smooth, and no height sensation, so if you're scared of heights it's not a problem," Frame said.
You need to be 6 years or older to ride a balloon, and tickets are required for festival flights, which take place at 6 a.m. and 6 p.m.
You can also jump in line for tethered balloons.
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Organizers have hosted a similar event in Lancaster for the last 11 years, and they will again in September.
This weekend, there are beer and wine gardens, fireworks Sunday night, games, and music.
"We've got acres and acres of room here, so you're not going to be shoulder to shoulder with folks. You're going to have some breathing room," Mowday said.