Billy Muscles Up

Part 1

My name's Josh and I can't believe what's happened to my friend Billy in just the three months we've been in 7th grade. Billy and I are both 12 years old and we go to John Marshall Junior High School. My school has grades 7 through 9, so the kids range in age from 12 to 14. Billy and I spent last summer doing what normal 12-year-olds do -- hanging out with friends, playing computer games and skateboarding. We loved to skateboard -- and we were pretty good at it. We could do some radical moves. But the one thing we couldn't do was handstands on the board because our arms were too weak. You see, three months ago we were pretty skinny. About 5' 5" tall and 95 pounds. Skinny little 12-year-olds. Well, I'm still a skinny kid, but that term sure doesn't apply to Billy any more. But I'm getting a little ahead of myself. Let's go back to September.

Billy's voice changed just before school. It was still cracking and sounded kind of funny sometimes. Still, I was jealous because he sounded like a man and I still sounded like a boy. But except for that, Billy and I had exactly the same bodies -- ordinary, skinny 12-year-old bodies. Billy has blond hair, steel blue eyes and really white perfect teeth. He has the kind of skin that tans really easily. He always seems to have a golden tan and his tan skin really looks cool in contrast with his light blond hair. I've got brown hair and brown eyes -- kind of plain looking. I have to admit it -- I'm not even close to being as handsome as Billy.

In gym class on our first day at school, we all took a physical fitness test. Billy and I could each do only 5 pushups, 1 pull-up and 10 sit-ups. We were pretty weak. Some of the boys could do 25 pushups, 10 pull-ups and 50 sit-ups. We weren't the weakest, though. Some of the real nerds could only do one pushup, no pull-ups and 2 sit-ups. Even still, Billy and I felt really weak. Some of the kids in class flexed their arms after they had finished their pushups and pullups, showing off their muscles to the other kids. They had pretty firm little biceps for 12-year-olds. No wonder they could do so many pushups and pullups. I was really jealous.

In gym class, we found out that the school has a weight room. Billy and I had never lifted weights before but we knew some older kids who lifted and some of them were getting some muscle. Billy and I decided that we would try lifting. We were tired of being skinny. We wanted to build muscle and upper body strength so that we could do handstands on our skateboards and be as strong as those flexing kids in our gym class. Some of our friends said that we were too young and that we would be wasting our time but we didn't pay any attention to them. We wanted muscle and we wanted it now.

I had always admired muscular kids. They are always the leaders in the school, admired by both the boys and the girls. They seem so confident, even cocky, strutting around like they owned the place with their big muscles bulging out of their tight T-shirts. Oh what I would give for a body like those boys.

When we got to the weight room after school, we saw that we were the only 7th graders in the whole place. Most of the other boys were 9th graders and some of them looked pretty strong and muscular, at least compared to us. The two biggest boys were about 5' 8" and looked like they weighed about 140 pounds. Very muscular for 14-year-olds and veritable giants compared to little Billy and me. They were bench pressing 160 pounds and they were obviously very proud of their bodies and their strength. They had taken off their shirts so that they could see the muscles of their chests bulge as they flexed in the mirror after each set of bench presses. All the other boys in the weight room seemed to be in awe of these two muscular kids and it was clear that these two boys ran the place. All the other kids got out of the way when these young studs wanted to use a piece of equipment. They took what they wanted when they wanted it. And when they flexed in the mirror most of the other boys stared at their rippling muscles in envy, wishing that their bodies would get as big and muscular as Mark and Brad's (the names of the two muscular kids). Quite a few of the boys had been working out just as long as Mark and Brad (about a year and a half), but their muscles just weren't responding to the weights and they were only slightly stronger than when they started. They still looked puny, especially next to Mark and Brad, who had zoomed past their classmates in size and muscularity. Some kids had tried lifting, saw no results at all, and quit after a few months. They didn't have the genes to build muscle. Meanwhile, Mark and Brad between ages 13 and 14-1/2 had tripled their strength and had gained 30 pounds of muscle. They were the alpha males in the school's gene pool and they loved their position as kings of the gym. They liked to show off their muscles to the other boys. Every time they finished a set of heavy bench presses they roared in triumph and flexed their muscular chests. The other kids could only look at their muscular classmates in awe as they struggled to lift half of the weight that Mark and Brad were now using.

When Mark and Brad saw Billy and me in the weight room, they swaggered over and stood right in front of us. Their chests, shoulders and arms were red, bulging and sweaty from the heavy bench presses that they were doing. Billy and I were wearing big T-shirts to cover our pathetic bodies, but it was pretty obvious that we were skinny little wimps. "Well look what we have here," said Mark. "Two puny seventh graders who want to build some muscle. What pathetic bags of bone! You two guys are such nerds that all the weights in the world aren't going to do a fucking thing for you. You're going to wash out of here just like all the other dweebs who come in here trying to get big like us. We ought to kick your ass out of here right now and save you the effort. But we're going to let you stay. We'll get a kick watching you two wimps try to bench 30 pounds while we're cranking out 160. Just remember one thing, geeks -- Brad and me own this place and you better not get in our way. Now, flex your puny little arms. Lets see what you got."

Billy and I pulled up our sleeves and flexed our little 9-inch biceps. Mark and Brad laughed arrogantly. It was pretty humiliating. Mark grabbed my right bicep and Brad grabbed Billy's right bicep and simultaneously they squeezed hard with their strong hands. The muscles in their forearms rippled as their strong fingers crushed our little biceps like bread dough. They drove their fingers deep into our biceps and wiggled them back and forth. Both Billy and I cried out in pain. "Skinny little mamma's boys," sneered Brad. "Here, feel some real muscle, wimps." Brad flexed his right arm in front of Billy and Mark flexed his arm in front of me. Their arms probably measured about 13-1/2 inches and it was all hard muscle! We grabbed their upper arms and squeezed as hard as we could, but we couldn't make a dent in their round, rock-like biceps. You could see the muscle fibers in their arms and the veins that criss-crossed the muscle. Their biceps were about the size of a small orange, but harder than any human flesh I had ever felt.

I was overwhelmed by this display of youthful strength. Mark and Brad could see the expression in my eyes and they both laughed. "You wish you had guns like that, dweeb?" said Mark. "Fucking big, muscular strong arms? I'll bet you do. You wimps always want to have muscles like us. Well, it ain't going to happen. I predict you two geeks will last in here about a month. At the end of that month you two will look the same as you do now and we'll be even bigger and stronger than we already are. That's just the way it is, dweebs, and you better get used to it. We've got muscle and you don't. We're the jocks and you're the wimps. We can kick your asses anytime we want and there's nothing you can do about it." They flexed their biceps again and strutted back to finish their chest exercises.

I looked at Billy and said, "Jesus, Billy, maybe we ought to forget the whole thing." I was really intimidated by Mark and Brad and ready to quit. Billy's reaction was totally different. I could tell that Billy was really mad. His face was red, his steel blue eyes were burning with anger and his whole body looked like it was so tense that it was ready to explode. "Fuck, no," yelled Billy. "I'm not going to quit. I'm going to get so fucking big and strong that I'm going to kick those guys' asses right into the ground."

The encounter with Mark and Brad had only intensified Billy's desire to get big and muscular. Billy was not one to back down from a challenge. Even though he was as thin as a rail, he was aggressive and confident, something that I was certainly not. There was something in his eyes. Somehow he just knew that muscles were going pop out all over his body when he started lifting the heavy pieces of iron that lay before us in the weight room.

So Billy and I lifted weights for the first time. We had bought a muscle magazine with a beginner's routine and we did all the exercises the magazine recommended. Except that the magazine said that we were supposed to do only one set of each exercise for the first month. Billy was so angry and pumped up with rage that he made us do three sets of everything. In our first workout we could bench-press 35 pounds, curl 20, military press 25 and squat with 40. We were actually pretty proud of our poundages. At the end of our workout, I was exhausted. My body was tired and sore and I knew I was going to be stiff. But Billy was strangely flushed and energized. His body looked different. His skin was glowing and sweaty. "That was great! I feel strong!" said Billy. We both flexed our arms in the mirror. Billy's little biceps were really pumped and they already looked harder and bigger than mine. I reached over and squeezed Billy's flexed bicep and then I squeezed mine. Billy's muscle was hard -- not as hard as Brad's, but definitely hard. Mine was still soft and squishy. It was like the workout had affected us completely differently. I looked at Billy and said "Jesus, Billy, you already got muscle!" Billy flexed again and smiled. He was stoked.

As we left the weight room, Billy said he was really hungry. The muscle magazine had said that we were supposed to eat a lot of good food. Stuff like chicken, beef, fish, vegetables and fruit. Not junk food. So Billy and I went to his house and he told his mother that he was lifting weights and that he was really hungry. He flexed his biceps for his mother and she squeezed them. "Way to go, son," said Billy's mother. "I can already feel some muscle there. I'm proud of you." Billy showed his mom the kinds of food that he was supposed to eat. His mother made us each two tuna sandwiches. Billy gulped down his two sandwiches in about 20 seconds and grabbed one of mine and ate it too. He told his mom that he wanted a big steak for dinner. Billy's mom smiled and said "Looks like I'm going to have to do a lot of grocery shopping for my young muscleman. Gotta feed those muscles. I want to see them get big and strong, Billy. That's the sign of a real man. Your dad was a real man. He had big, strong muscles that I just fell in love with. I think you're going to take after your dad." Billy's dad had died in a car accident when Billy was only two years old. I couldn't believe how much Billy's mom was getting into his muscle building, but she was. I guess Billy reminded her of her dead husband and she wanted Billy to build big muscles just like he had. I hadn't noticed until then, but Billy's mom was pretty strong-looking herself. She had muscles in her arms and looked like she might have been an athlete when she was younger.

Billy stood up, smiled at her, took off his shirt and flexed again. He really looked great with his blond hair, blue eyes, perfect white teeth and tan body. He was skinny but the workout seemed to have toned up his muscles already, and there was no fat on his body. "Mom, I'm going to get so big and strong that in three months grandma won't recognize me when she visits for Christmas." Billy's mom smiled proudly and put her hand on his tan shoulder, which already seemed to be showing a few fibers of muscle. I don't know if it was their genes or what, but somehow both mother and son knew that something special was going to happen to Billy. Then she did something I wasn't expecting. She said, "OK, Billy, I challenge you and Josh to an armwrestling match. We'll see whose the strongest here." Billy's mom flexed her biceps, which were a lot bigger than either Billy's or mine. I went first. Billy's mom and I put our arms on the table and Billy said go. I strained as hard as I could and Billy's mom just smiled. Her bicep peaked like a baseball. Then she grunted and forced my arm down in about one second. How humiliating, being beaten by a woman.

Then it was Billy's turn. I said go and Billy and his mom struggled for awhile. Billy's little bicep looked a lot more defined than mine had. Then his mom grunted loudly and powered Billy's arm to the table. Billy's arm didn't go down quite as fast as mine did. Billy's mom flexed her arms in triumph and said, "Well, now we know who's the strongest person here! But something tells me that I'm going to lose my championship pretty darn soon. Somebody's muscles are already growing bigger and stronger." She looked at Billy and smiled proudly. Billy smiled back at his muscular mom and flexed. Just looking at Billy and his mom and now knowing that his dad was also muscular and strong, I didn't have to be a rocket scientist to realize that Billy was a very special kid. A kid who had genes in his body that were just waiting for his muscles to be unleashed by his newly raging just-starting-puberty hormones and the heavy weights back at school. And now that his muscles were unleashed by his 12-year-old boy hormones and the weights, they were going to grow bigger and stronger every day. Just how much bigger and stronger I would not have believed looking at Billy that day.

During the next two days, Billy ate like an animal. I was a little hungrier than before, but nothing compared to Billy. As the magazine had suggested, we worked out on Monday, Wednesday and Friday. This was supposed to give our muscles time to grow in between workouts. Before our workout on Wednesday, we each weighed ourselves on the scale in the locker room. I hadn't gained any weight yet, but Billy had gained four pounds! I couldn't believe it. One workout and all that eating had added four pounds of muscle to Billy. We were wearing big T-shirts again to cover our skinny bodies. Billy pulled up his sleeve flexed his arm and asked me to feel his muscle. I was amazed that it definitely felt bigger than just two days earlier. "Feel that muscle, Josh," said Billy. "It's bigger already. I just know it is. I can hardly wait to lift those weights. I feel as strong as a fucking bull!"

We started our second workout and I was shocked to see how much stronger Billy had gotten. He warmed up with the same amount weight that we could hardly lift on Monday. Then to his delight and my amazement he proceeded to lift ten more pounds in most exercises like military presses and curls and 15 pounds more in bench presses, squats and deadlifts. All this after only two days. And he was lifting these heavier weights for three sets of 8-10 reps. Meanwhile, I was still struggling with the same weights as Monday. Billy trained with incredible intensity. His face was beet-red and beads of sweat covered his face and neck. He put all of his energy and power into every set and rep. He just wasn't satisfied unless he had trained his muscles to the max and couldn't pump out another rep. Finally at the end of our workout, Billy pulled off his big T-shirt and flexed his muscles in the mirror. His whole body was glistening with sweat and his little muscles were totally pumped, with the individual fibers of hard muscle clearly visible under his thin, tan skin. Even though he was still skinny, I could see that his muscles were responding tremendously to the weights.

I took off my T-shirt and stood next to Billy. It was clear that Billy's body was already much harder and more muscular than mine was. I looked about the same as Monday. But Billy looked a lot different. Not only had he added four pounds of muscle to his body (which now weighed 99 pounds), but the flesh that was already there had gotten solid and hard. It was like the weights had woken up his body from a deep sleep, and now that it was awake his body wanted to grow bigger and bigger and get stronger and stronger. The other kids in the weight room looked at us and I could tell that a few of them were kind of taken aback by Billy's new muscles, muscles that had popped out almost overnight. Mark and Brad pretended not to look, but I could see them taking a few glances.

"I feel great!" said Billy. "There's kind of a burn in my muscles, but they feel really pumped and alive. Feel my arm, Josh." I reached up and wrapped my fingers around Billy's flexed bicep. It was hard and pumped from his intense workout. Much harder than my bicep and already bigger and rounder. "You're a stud," I said to Billy. "You got that right, wimp boy!" he said arrogantly as he flexed again and gave me a most muscular pose. We looked at each other in the eye. Somehow, we could both sense right then that Billy was going to get big and muscular and I was not. His muscles were responding to the weights much faster than mine. This was going to change our relationship. Instead of our being equals, Billy was going to be able to physically dominate me. I could sense right then that he was going to become physically everything that I had wanted to be but could not. He was genetically destined to pack on incredible muscle and possess overwhelming strength. Strength that would totally control me and, although I didn't know it at the time, everyone around him. I thought about this as I looked at Billy's still skinny but newly buffed body, his steel-blue eyes and his drop-dead handsome face. Well, I thought to myself, if I couldn't personally build the body of my dreams, the next best thing would be to watch my best friend develop awesome muscles on his young body, to feel those hard muscles as they got bigger and bigger and to experience their ever-growing strength. I smiled to myself and gave Billy's solid little bicep another squeeze as he flexed it ever harder. He looked me in the eye with a look that said "Yeah, dude, feel the muscles of a stud. A stud that's going to rule!" We then put on our T-shirts and walked out of the weight room. Billy walked in front of me and I could swear that he was already strutting the way Mark and Brad did.

We went to his house and he ate four big tuna sandwiches and drank a huge protein shake for his after workout "snack". I couldn't believe how much food he could eat at one time. He was eating like a wild man. He said that he was going to eat a whole chicken for dinner and then some more tuna sandwiches and another protein shake before he went to bed. He said he really wanted to get huge. I could see that he was really getting into the lifting and the eating. When his mom came into the room he took off his shirt and flexed. "Look at my muscles, mom. They're really growing fast," said Billy proudly. First he flexed his biceps which, although still small, were round and hard. Then he stiffened his arm and flexed his triceps that already had little heads of muscle popping out. He made a fist and I could see that he had the start of a muscular forearm. Then he put his hands on his hips and flexed his lats, which were already forming like wings under his armpits. He flexed his pecs and looked down at the striations of hard muscle that crossed his chest. His abs looked like a washboard. "Billy, you're really muscling up! I can't believe how big and hard your muscles have gotten already," said his mother. She put her hand on his abs and felt their rippled hardness. "Ever since you hit puberty and started lifting those weights you've turned into a real man, Billy, and you're still only 12 years old," she said. It was clear that she was proud of her young musclestud son. Billy kept flexing his muscles. He was just as amazed as his mom and me at how fast his muscles were growing, and he had to flex them every so often just to make sure they were real. I reached over and ran my fingers over Billy's ripped pecs which were starting to bulge a little out from his chest. They were really hard. I could feel the muscle fibers under my fingers. "Feel that muscle, dude. Look at what's happening to your best bud," yelled Billy, rejoicing in the amazing transformation of his body. "I'm going to get huge! I'm going to rule!"

Suddenly, Billy got a strange look in his eyes, grabbed me and threw me on the floor. We had wrestled many times before, and we were always about equal in strength. Sometimes Billy would pin me and sometimes I would pin Billy. But this time it was different. Billy grabbed my arms and forced me down hard and fast. I tried to resist, but the power of his muscular arms was just too much and he easily pinned me to the floor. Then he let me get up and dared me to try to pin him. I grabbed his waist and pushed him down, but as soon as he landed and I tried to pin him, he pushed me off easily, spun around and pinned me again. He let me try to pin him six times, and every time he just pushed me away and pinned me. After the last pin, he sat on my stomach and flexed his arms like a conquering hero. His whole body seemed to radiate with power. "I guess we know who's the boss now, don't we wimp-boy," said Billy. I nodded my head as Billy smiled triumphantly and flexed his 12-year-old biceps right in my face.

After one week of lifting weights, Billy had gained 10 pounds of muscle and looked like a different boy. Instead of looking like a skinny runt, which I still did, he looked like a wiry young jock. At 105 pounds, he could bench press 70 pounds, curl with 40, military press 50 and squat with 80 pounds. And this was for three sets of 8 to 10 reps. He had doubled his strength in one week of lifting! When Billy stripped off his T-shirt at the end of his workout, there was an audible gasp from the other boys in the gym. Billy flexed his new muscles in the mirror. He made me take off my T-shirt too and flex next to him. The contrast in our bodies was amazing. Billy's shoulders were already capped with muscle. His delts had striations of muscle fiber showing under his tan skin, and you could see the three heads of delt muscle bulging. My shoulders were still nothing but bone. His lats flared out and were really wide compared to his narrow waist and hips. I had no lats at all. My waist was just as wide as my chest. His pecs were already shredded and hard while mine were still flat and soft. His abs were corrugated like an iron washboard. He had absolutely no fat on his body, Not only did I not have any abs, I still had a layer of baby fat covering my whole body. Billy had a round, hard butt and he liked to wear his workout shorts really low so you could see the tops of his ass muscles when he took off his T-shirt. His thighs and calves were already bigger than mine and you could see the muscles and veins clearly under his skin. Finally when Billy flexed his arms, his biceps formed a hard ball, not too big but really round and really hard. The peak of his biceps was amazing. When I flexed, I had no peak at all. My biceps were still small and squishy. Billy smiled at himself in the mirror. He was obviously happy at what he saw.

With his shirt still off, Billy walked over to where Mark and Brad were standing. They had been pretending not to look at Billy as he was flexing, but I knew that they were looking and that they were just as impressed as the rest of the guys in the gym. Billy stood right in front of them and said "Hey, dudes, check out my muscles. I've gained 10 pounds of muscle and its as hard as a rock. Not too shabby for a 12-year-old with just one week of training, wouldn't you say?" Billy did a double biceps pose and then spread his lats. At 105 pounds, he still looked skinny next to Brad and Mark, but he sure looked better than last week. Brad and Mark laughed nervously and then Brad said "shit, you little dweeb, lots of beginners make good progress at first. Then they hit a sticking point and just stop growing. You probably won't put on more than another 10 pounds during the whole fucking year. You're a wimp and you're never going to be as big and strong as us, you little punk. We're always going to be able to kick your sorry ass." Brad and Mark puffed up their big chests and flared their slab-like lats, kind of like two bull walruses would do to show that they were bigger and stronger than the young buck walrus who challenged them. Billy just looked at the muscular kids confidently and said, "you don't know shit, fuckheads. I'm going to get so big and strong that I'll be able to wipe up the floor of this room with the two of you -- one in each hand. Just watch me get bigger and stronger every day. My muscles are going to just keep growing until they're super huge and super strong. And you guys are going to be toast." At that, Billy turned and strutted out of the room with me following like some kind of waterboy. When he got to the door, he turned around, flashed a sneer to Brad and Mark and did a most muscular pose with his little but buffed 105 pound body. I could tell that despite their tough talk, the two 14-year-olds were a little shaken by Billy.

Well, Billy sure had confidence in his body. I would have laughed at any normal boy who talked that kind of shit to Mark and Brad. But I knew by now that Billy was not a normal boy. I knew that his body was just hard-wired for muscle and that his muscle growth was going to continue at warp speed. And grow he did! In the next three weeks, he gained another 20 pounds of muscle and never hit a sticking point. Every workout, he was bigger and stronger, able to lift heavier and heavier weights. Every pound he gained was solid muscle. He became so much stronger than me and worked out with so much intensity that after the first week, I just couldn't keep up with him and my role became to be his spotter as he pushed his young muscles to lift the heaviest weights possible. I was able to get in a few sets of exercises while Billy was resting, but his rest periods were really short since his workouts were so intense.

After of month of training Billy weighed 125 pounds and had grown an inch in height to 5' 6". I had gained all of five pounds and tipped the scales at 100. Billy's mother had bought him new clothes at the end of the summer -- clothes for a boy who weighed 95 pounds. Well, a 125 pound muscle kid doesn't fit very well in a little boy's clothes. It seemed like every day Billy's muscles would rip through another shirt. Billy loved to show off, so the ripping usually happened in class or in the hallway between classes. Billy's buffed muscles would already be stretching the fibers of his shirt to the limit. Then he would take a deep breath and flex his pecs and lats, kind of casually, but I knew that he was doing this on purpose. Then there would be a loud ripping or popping sound as his bulging muscles tore through the fabric or popped off the buttons. All the kids would turn and look as Billy flexed some more, his muscular flesh now showing through the torn fabric. He would smile and hit a double biceps pose for the kids. Twice his flexed biceps ripped through the fabric of his sleeves. The other kids stared in amazement. They had never seen anything like this in their lives.

Every time this happened several girls came over and felt Billy's muscles and some boys would stand close by watching, wishing that they could look like Billy. Billy would flex his biceps and the girls would wrap their little hands around the hard, round muscle and ooh and ahh at Billy's new body. "Mygod, Billy, your muscles are so big and strong," said one of the girls. "Fuck yeah, they are!" said Billy proudly, "and they're getting bigger and stronger every day. You like my hard, buff muscles, Sarah? You want to feel how big and hard they are?" Sarah nodded and Billy took her hand and placed in on his pec. Then he flexed the muscle as Sarah rubbed her delicate hand over the warm, hard flesh. "These muscles can beat up every kid in the seventh grade, Sarah. There's no kid stronger than me anymore. Pretty soon I'll be able to beat up every fucking kid in this whole fucking school. I'm going to rule, Sarah!" Billy was really into his muscles and knew he could back up those boasts. "Oh, Billy, you're such a stud," sighed Sarah. She moved her hand lower on Billy's muscular torso, now feeling the rock-like ridges of his corrugated abs. Billy flexed his abs and Sarah felt their incredible hardness. Sarah looked Billy in the eyes and kind of sighed. She was completely overcome by Billy -- his blue eyes, blond hair, sparkling white teeth, handsome face and totally muscular buffed-out body. All the girls were in love with Billy and most of the boys wished that they were Billy. Billy was now the most popular kid in the seventh grade and he really dug the admiration. Billy knew he was a stud, and he loved to show off in front of the other kids.

Billy turned around and grabbed one of the boys in his class who was watching him flex. The kid was a very ordinary 12-year-old but looked like a total dweeb next to Billy. "Hey, kid, you want to try to hurt me? You think you can do anything to these muscles? Well, I'm going to give you a free shot. I won't even fight back. Here, punch me as hard as you can on my chest or my gut. See if these muscles can take it." Billy then stripped off his shirt, which was already torn from his pecs and lats having ripped the fabric a few minutes earlier. All the kids let out an audible gasp when they saw how muscular Billy had gotten in the last month. He looked like a totally different kid with his 30 new pounds of rock-hard, powerful muscle. The nerdy kid, who weighed the same as Billy did last month, looked at Billy's incredibly muscular torso, kind of trembled and shook his head. He didn't want to do anything that might hurt Billy because he had heard what Billy could do when he got mad. "I don't take no for an answer," said Billy, looking at the trembling kid right in the eyes. "If you don't hit me, I guess I'll have to hit you." At that, Billy clenched his right hand into a fist and pulled it back as if he was winding up for a punch. His delts bulged like striated melons capping his wide shoulders. Both his biceps and triceps were tensed and corded with strong, steel-like muscle fibers. The heads of his triceps muscles popped out in bold relief. His pecs bulged out from his chest, the fibers of muscle twitching back and forth as Billy moved his muscular arm back and forth. It was clear to all the kids that if Billy had actually punched the dweeb in his soft, babyfat gut with all that muscle, the dweeb would probably have to go to the hospital. "Don't hit me, Billy, don't hit me!" pleaded the dweeb. "I'll do whatever you say." Billy put down his arm and ordered "OK, hit me as hard as you can."

Billy flexed his pecs and abs, almost casually. He knew that this kid was not going to be able to hurt him in the least. The kid wound up his right arm and punched Billy right in the middle of his abs. There was a loud smacking sound as the kid's fist hit what felt like a steel plate. The kid held his hand in pain. Billy laughed and said, "Jesus, is that all you've got? I didn't even feel that. Punch me again, and it better be harder!" The kid wound up his arm again, this time aiming at Billy's hard, round pec. He punched as hard as his little shoulder and arm would let him, but his punch just bounced harmlessly off Billy's bulging, striated pec muscles. Now his wrist and hand really hurt. Billy laughed again and bumped his big, round pecs right up against the kid's flat little chest. "So my chest is too big and hard for your little punches, you little wimp. Jesus, you're weak! You hit like a girl. You're a real momma's boy. How's it feel to be so weak, momma's-boy? How's it feel to punch some real muscle and have your weak little fist hit a fuckin' brick wall. Look at that muscle, dweeb-boy! You can't hurt that muscle, but it sure could hurt you." Billy flexed his pecs and pushed them harder into the chest of the skinny nerd, forcing him backwards. Then, while still pushing on the kid with his big chest, Billy raised his arms and did a double biceps pose right in the kid's face. Billy's flexed, muscular arms were just inches from the kid's bulging eyes. The little dweeb could smell the musclekid sweat rising up from Billy's hairless armpits. "I'll bet you'd like to be big and strong like this, wouldn't you, sissy-boy?" said Billy, now getting completely into his overpowering muscularity and strength next to the pitiful skin and bones of the helpless boy. "You want to feel a real muscle, wimp-boy? A muscle like you'll never have in your life? Here, feel this!" At that, Billy grabbed the kid's right hand and placed it on Billy's rippling right bicep. "Squeeze that muscle, dweeb. See if you can hurt that muscle. Go ahead, I dare you to hurt that muscle!" Billy flexed his arm and both the bicep and the tricep muscles bulged with hard muscle fibers showing through his thin skin like steel cords. Veins crisscrossed Billy's flexed arm, pulsating with blood. The kid squeezed Billy's flexed muscles as hard has he could, but his weak little fingers couldn't make the slightest dent in the rock-like mass.

Billy laughed and said "Yeah, I'll bet you wish you had muscles as big and hard and strong as that, don't you sissy-boy? Then maybe you could do this!" At that, Billy wrapped his muscular arms around the boy's chest and squeezed hard. The kid had never felt such strength in his life. All the air was immediately crushed out of his lungs. Billy easily lifted the kid off the floor with his powerful back and carried him around like a toy in front of the other kids, all the while squeezing the life out of the kid with his strong, muscular arms and his wide, powerful shoulders and lats. Billy was just totally dominating this kid who was his own age. But Billy was so much bigger and stronger than his classmate that he looked like a trained muscular athlete, which he now was, and the kid looked like a child. Finally, after about a minute of this, when the kid's face was red as a beet, Billy threw him about 10 feet across the room. Billy turned to the other kids, smiled and flexed his biceps like a conquering warrior. His tan body was glistening with sweat and his muscles were pumped and bulging. He looked absolutely stunning, with his blue eyes, blond hair, perfect white teeth and drop-dead handsome face held by a muscular, strong neck atop an incredibly muscular fat-free body. All the girls came rushing up to Billy and started feeling his rippling arms, his wide, striated delts, his bulging pecs, his slab-like lats, his rock-hard corrugated abs, his round, muscular bubble butt and his solid, muscular legs. The boys just looked at Billy in awe. The little dweeb looked up at Billy's radiant body with fear, but also with deep-down admiration and yearning. Billy was the king.

Billy now lifted weights with his shirt off, just like Brad and Mark. He was really proud of his muscles and loved to watch them bulge and strain while he was lifting. After one month, he could bench press 150 pounds, curl 65, military press 110 and squat with 200, all for 8-10 reps. He was almost as strong as Mark and Brad and he had only been lifting a month! Sometimes he would walk over to an eighth or ninth grader who had been lifting weights for a year or more. The boy would be struggling to military press 50 or 60 pounds for three reps. After the kid put down the bar, Billy would pick it up and pump out 20 reps and drop the bar crashing onto the mat. That would be his warmup for his delt workout. Billy would drop the weight, flex his delts right next to the kid's face and say something like "You gotta lift bigger weights than that to build big shoulders, kid. I was lifting that weight three weeks ago and now I'm up to 110. Gotta put more weight on that bar. Gotta add weight every week. You may be older than me but you're really weak, dude!" Billy would then strut off and do his brutal shoulder routine and the kid would feel like shit. The kid wished that he could put more weight on the bar every week, like Billy did, to make his shoulders grow, but his weak body just wouldn't let him. Billy just didn't understand how hard it was for other kids to build muscle since it was so easy for him. But Billy really didn't care about those other kids. Billy was into his muscles and they were really growing fast.

After every workout, Billy and I went to his house where he ate a huge muscle building snack and a protein shake. Then he took off his tight T-shirt and made me take off mine so that we could compare our bodies in the mirror in his bedroom, just like we had done after the first day of working out. After just one month, it was really unbelievable how much muscle Billy had packed on his body compared to me. At 125 pounds, Billy was 25% heavier than my puny 100 pounds and all that hard muscle really made him look like a young Greek god next to my little boy body. With his short blond hair, steel-blue eyes, sparkling white teeth and boyishly handsome face he was more beautiful than any picture of a young warrior I had ever seen. "Feel my fucking muscles, Josh. I'm already more than twice as strong as you are, you little dweeb," said Billy, as I felt his rippling pecs, delts and arms with my little fingers. Billy had absolutely no hair on his body, except for some blond hairs that were starting to grow in his crotch, and he looked very much like a 12-year-old boy except for his incredible muscles. "Yeah, Billy," I said. "I can't believe what's happened to your body. Your muscles are so fucking big and strong. I wish I had muscles like you." "Well, you don't and I do, wimp-boy, and I'm going to show you just how strong I am," said Billy. He grabbed my arms and threw me to the floor.

We wrestled together on the floor, and Billy easily pinned my shoulders to the floor again and again. He liked to toy with me, letting me get up and then forcing me down again with his powerful body, pinning both of my arms with just one of his. He would grab my chest in a bear hug, squeezing all the air out of my lungs with his muscular arms until my face was red and then drop me on the floor like a sack of shit. After pinning me on the floor, he would spin around and put his legs around my waist in a scissors hold. Then he'd squeeze his newly muscular young legs, crushing my little body like a grape. He could twist my arms and legs easily and he'd taunt me to try to get out of one of his vice-like holds, but of course I couldn't. "Hey, Josh, are your little legs too weak for my big fucking arms? Yeah they sure are!" he said as he bent my leg back with the sheer force of his arms. My quads were weaker than his biceps. He really loved to show off his big muscles and his overpowering strength by crushing his weak little friend. And even though I didn't really have any choice in the matter, I actually kind of liked being crushed by Billy's powerful muscles just as much as Billy got off on crushing me. We wrestled like this after almost every workout. I could tell that Billy was getting stronger after every workout. His strength just wouldn't stop increasing. After he had had his kicks dominating me, he would sit on my chest and flex his sweaty arms like the young victor that he was. He knew who was the boss. This was my favorite part, because I got to reach up and feel his big hard bulging biceps, his hot wet sweaty round striated pecs, his flaring slab-like lats, his thick traps, his powerful wide muscular rippling delts, and his steel hard corrugated eight-pack abs. I couldn't believe that my friend had turned into such a musclegod in such a short time.

Sometimes we armwrestled too. Billy's mom liked to armwrestle and challenged both of us every week. Well, Billy beat his mother in armwrestling after only three weeks of lifting. By then he had put on 25 pounds of muscle and he was strong! His bicep wasn't quite as big as his mother's, but it was a lot harder from his intense training so he was stronger. After his mother lost the match, she asked him to flex his arm and she felt his big, round bicep. "Billy, I can't believe how much you've grown in just three weeks. You're now stronger than me already and I think you're going to be stronger than your dad. I'm really proud of you, Billy." Billy smiled and flexed his lats. They flared out like wings. He was amazing. Of course, his mother could still beat me easily in armwrestling. And Billy could beat me so easily it wasn't even funny. He could now beat me when I used both of my arms against just one of his muscular young arms. Billy was now the musclestud of his house and the ruler of me.

Billy loved to test his strength at school, too. At lunchtime he would walk up to some kid and challenge the kid to armwrestle for the kid's lunch. Billy was always hungry. He brought lots of healthy food for his own lunch, but he could always eat more. So he'd walk up to some kid who had a good lunch and make the kid armwrestle with him. There really wasn't any choice for these kids. If Billy wanted to armwrestle with you, then you'd better do it. One kid refused when Billy challenged him to a match. "What, are you chicken, big guy?" said Billy. "Are you afraid of what my arm might do to yours? Don't worry, the worst that can happen is that your arm will break when I smash it into the table." Bill then wrapped his hard, baseball bicep and writhing, muscular forearm around the kid's neck, crushing his windpipe so that he couldn't breathe . After about 30 seconds of this punishment, the kid finally agreed to armwrestle Billy and of course he lost. Billy seemed to smash his arm to the table extra hard.

A couple of times Billy challenged some total nerds just for kicks and it was really funny to see their eyes bulge out when Billy flexed his biceps and triceps just before the match started. Then he would toy with them for a minute or so, letting them push his muscular arm down a bit before he crushed their puny arms to the table with a surge of brutal power as if they were third grade girls. "Thanks for the lunch, dweeb," said Billy as he grabbed the little wimp's lunch and started wolfing it down. The kid may have lost a lunch, but he had a muscle experience that would last a lifetime.

Billy never took a kid's lunch more than once and everyone in the lunchroom loved to watch Billy's muscles ripple as he conquered his opponents, so nobody complained to the principal. Most of the time Billy chose jocks for these matches so that he could test his strength against some real muscle. Billy was now stronger than most of the jocks and he loved to show them. Sometimes one of the stronger jocks would put up a good fight, but Billy always won, except for one time. That one time was a big 9th grader who also lifted weights. Billy had beaten every boy in the 7th grade in armwrestling and was now challenging 8th and 9th graders. The match with the 9th grader was a real struggle. The biceps and shoulders of both kids bulged with power as their arms went back and forth. Billy's muscles were red from all the blood that was engorging them and the fibers and veins were throbbing with strength. The 9th grader wasn't as cut as Billy but he must have outweighed him by 20 pounds. Finally the 9th grader let out a big grunt and gradually forced Billy's arm to the table. Billy had lost his first armwrestling match. Well, the 9th grader's victory didn't last too long, because two weeks later when Billy had gained another 10 pounds of brutally strong muscle, he challenged the 9th grader again and won. The 9th grader just couldn't keep up with Billy's rapidly growing body.

After a month of lifting, Billy changed from a beginner's routine to an advanced routine. He skipped the intermediate routine because he was sure wasn't intermediate. In his new routine, Billy trained five days a week, Monday through Friday, concentrating on a different muscle group each day. Each muscle group got an entire week's rest, giving it plenty of time to allow the muscles, fueled by the tremendous amount of high-protein food Billy was eating, to grow much bigger and stronger for their grueling workout the next week. Billy worked each muscle group with incredible intensity, pushing his rippling muscles to complete failure with each workout. But Billy's muscles were just like Billy. They were tough. They loved being challenged, and after being worked to failure, they glowed with power, the pumped muscles engorged with musclebuilding blood. Billy's tan skin glistened with healthy jock-boy sweat. As Billy's muscles rested after their brutal workout, they soaked up the protein from his blood and grew ever bigger and stronger for next week's challenge. One other change: Billy's mother bought him some creatine. She had read that creatine helps the muscles grow even faster and she saw that her son really had the genetics -- her and her late husband's genetics -- to build big muscles, maybe even bigger muscles than her husband had. So she bought him a big supply of creatine to give him even more help to become a real man, a muscular young man who could totally dominate anyone he wanted. She was so pround of her son the muscleman.

It's hard to believe but Billy worked out with even more intensity and ate even more food and supplements. On Monday Billy worked his shoulders, doing six sets of four exercises with such intensity that all three heads of his delt muscles literally popped out from his shoulders, forming striated cannonballs of muscle. On Tuesday, he did arms, six sets of four exercises for biceps and the same for triceps. He also did two exercises for his forearms. When he had finished those sets, his arms were pumped and red, the fibers literally bursting through his skin and the veins pulsing with fresh, musclebuilding blood, and his forearms writhed like snakes. On Wednesday he worked his chest. Every week, Billy was able to add 10 to 20 pounds of weight to his bench press. His chest just exploded with muscle and power. He did six sets of bench presses, incline dumbell press, decline dumbell presses, flyes, and parallel bar dips. When Billy and I started lifting, neither of us could do one parallel bar dip. Now Billy was doing six sets of ten with up to 50 pounds of weight hanging from his narrow hips. (I could eke out 2 dips total.) On Thursday, Billy trained his back. Pullups were now easy for Billy and he did lat machine pulldowns for sets and reps with much more than his bodyweight. He did six sets of deadlifts and the ridges of muscle that sprang up on his lower back were incredible. Friday was leg day, and Billy's leg routine was truly brutal. He did squats, leg presses, leg extensions, leg curls, lunges and calf raises. Six sets of each exercise to total failure. When he was finished, his legs bulged with striated muscle, the veins coursing under his thin skin and the individual fibers crisscrossing his quads.

Billy worked his abs at the beginning of every workout. They looked like a hard, corrugated steel washboard. They looked even more impressive because Billy had such a narrow waist and hips. The contrast between his broad, muscular shoulders, flaring lats, bulging chest and his narrow waist and hips was truly stunning.

After a month of this grueling routine (only 2 months total of lifting weights), Billy had gained another 25 pounds. He now weighed 150 pounds and even more remarkable he had grown still another inch in height, so he now stood 5'7". He was now five pounds heavier than Mark and Brad, who had only gained a total of 5 pounds during the 2 months. And since Billy was an inch shorter than Mark and Brad, he was now actually more muscular than they were.

I'll never forget the time during Billy's second month of training -- he probably weighed about 145 -- when he humiliated Mark and Brad for the first time, the first of many humiliations that those two formerly arrogant 9th graders were going to endure. Mark and Brad were doing bench presses. They were trying lift 175 pounds, which would have been a new record for both of them. Well, they couldn't do it. Each time they needed a spot to lift the heavy bar back up. It was chest day for Billy and he knew that he was a lot stronger than he had been the week before. He had been waiting for a chance to show up Mark and Brad and he knew this was it. He warmed up with a quick set of 50 pushups. Then he swaggered over to the bench that Mark and Brad were using. I followed him in tow, since I was his spotter. "Hey, dudes, is that weight too heavy for you big 9th graders? Here, lets see what this little 12-year-old can do." Without even asking permission from Mark and Brad, who stood there speechless looking at Billy's buffed muscles, Billy got on the bench and under the 175 pound bar. I stood behind the bench, ready to spot. Billy lifted the bar off the rack and slowly lowered it to his chest. Then with a primal grunt he pushed the heavy weight up without any hesitation at all. Then he proceeded to pump out another 9 reps without a pause. He never needed my spot. After his last rep, he crashed the bar onto the rack and leapt off the bench. He walked right over to Mark and Brad and flexed his pecs. The red, blood-engorged muscles bulged with power. It seemed like the fibers were just going to pop out of his skin. His delts and arms were also rippling, with his veins surging with blood. "Nice warmup," said Billy. "Now I think we know who's hit a sticking point in this gym and who hasn't. I hope you enjoy getting your asses kicked by a 7th grader, fuckheads. You guys are toast and you know it. By the way, I'm using this bench now. Get the fuck out of the way."

Billy bumped his big, pumped chest into Mark and literally pushed the 9th grader out of his way. He was now standing right between Mark and Brad. Without warning, he grabbed Mark's upper arm with his right hand and Brad's upper arm with his left hand and squeezed really hard. Billy's forearms were incredibly strong and his thick, powerful fingers drove right into Mark and Brad's biceps. Even when the muscular 9th graders tried to flex their biceps, Billy's fingers just kept digging in deeper. Both Mark and Brad started yelling in pain. Suddenly, Billy let go, and wrapped his arms around their necks. He contracted his throbbing biceps with incredible force, quickly cutting off the windpipes of the muscular kids who were now under Billy's total control. He dragged them around the weight room for everyone to see. "Hey look," said Billy. "I'm wiping up the floor with you two assholes, just like I said I would do. Just think, next week I'll be even bigger and stronger I'll be able to do even more shit to you guys. I'm going to have a lot of fun this year!" Then Billy dropped the two gasping boys on the floor and walked back to the bench. Mark and Brad were too stunned by Billy's aggressiveness and strength to do anything except stand there in shock. They were intimidated and they were afraid of this suddenly strong 12-year-old kid with the attitude and the god-given ability to get bigger and stronger every week. He sure wasn't a dweeb anymore and it was clear that this musclekid was going to zoom by them in size and strength. Billy was putting 1/2-inch of muscle on his upper arms and 1 inch of muscle on his chest EVERY WEEK! Every week he could curl 10 more pounds and bench press and squat with 20 to 30 more pounds. Billy's young body was just exploding with muscle. Mark and Brad weren't stupid. This 12-year-old had overtaken them in size and strength in less than eight weeks and was getting bigger and stronger by the day. They knew a superior youth when they saw him. They knew that they were no longer going to be able to do anything to stop whatever Billy wanted to do to them. They were at Billy's mercy, and there was not going to be a lot of that. Oh how the tables had turned. Billy had now conquered every kid in the whole school. He could beat up everybody. He was the alpha male and he loved it.

After showing who was the new king of the weight room to Mark and Brad, Billy swaggered over to the bench that was now his. He owned that bench and every other thing in that weight room that he wanted to use, whenever he wanted to use it. Every kid now knew that. "Put on another 10 pounds," Billy ordered as he got under the heavy bar, and I dutifully put a 5 pound plate on each side of the bar. He cranked out 10 reps with 185, needing only a light spot for the last two. "Ten more pounds, Josh," said Billy, as he flexed his big, muscular, sweaty chest in the mirror. He could feel the power in his muscles. Mark and Brad stared in amazement. Billy was now going to bench 195 pounds, 20 pounds more than his maximum the week before, and 20 pounds more than the weight Brad and Mark couldn't lift. He did four more sets of grueling bench presses with this heavy weight, starting with eight reps and finishing up with only three reps in his last set with a spot for the last two reps. Talk about intensity! His pecs were just plain devastated by the incredibly heavy and intense bench presses. They were sweaty, pumped and glowing with red blood surging through the hard fibers. A normal boy or man would have been so exhausted he would have quit right then. But Billy wasn't a normal boy and his throbbing muscles still had plenty of energy to work out. Billy did six sets of incline dumbbell presses, decline dumbbell presses, flyes, parallel bar dips with weights and pullovers, with much heavier weights than he had used the week before. At the end of this brutal chest workout, his pecs looked like striated red bulging masses of incredibly shredded dense pumped muscle. And those muscles were going to respond to that heavy, grueling workout by growing bigger and stronger so that they would be able to handle even heavier weights next week. What a feeling for Billy, knowing that his body was responding to the challenge of the weights by continuously getting bigger and stronger. He felt like superman, almost like a young god, and he had good reason since all the kids seemed to worship him and his buff muscles.

After that workout, Billy and I went to my house. Billy was really stoked from proving that he was stronger than Mark and Brad and he was really hungry. He ate a couple of turkey sandwiches and then spotted a can of MetRx on the kitchen counter. It belonged to Jeff, my 16-year-old brother who was a junior in high school. Jeff had been lifting weights on and off for about 2 years, trying to put on some muscle, but like me he just wasn't very successful. He was 5'11" and weighed 155, about 10 more pounds than Billy weighed at the time. Well, Billy mixed up about half of the can of MetRx and gulped it down. I still couldn't believe how much food and supplements that kid could eat. And it all seemed to turn into muscle! Anyway, we went up to my room to play games on my computer. After about 20 minutes, my door burst open and Jeff was standing there, obviously mad as hell. Jeff hadn't seen Billy since the beginning of school, so he must have thought Billy and I had the same skinny bodies, which I still did. Jeff was used to beating up me and Billy all the time. After all, he was four years older than us and a lot bigger. He didn't take any shit from his kid brother or his kid brother's friend. He kind of liked to pick on us, always finding some reason why he needed to punch us in the arm or gut.

"Which one of you little punks ate my MetRx?" yelled Jeff. "I'm going to pound your fuckin' puny asses right into the floor." Jeff stormed into room and raised his clenched fists, ready to punch us into oblivion. Billy and I had been sitting at the computer, so Jeff really hadn't gotten a good look at Billy. Slowly, Billy stood up and faced Jeff. Jeff kind of blinked his eyes because he could tell something was really different about Billy. But Billy was wearing baggy pants and a long-sleeve shirt, so Jeff couldn't really figure out at first what was different. He did notice that Billy's neck and traps were a lot thicker and his shoulders seemed to be a lot wider than mine. Then he noticed that there seemed to be two big bulges under Billy's shirt, bulges made by Billy's massive round pecs. Jeff just stood there, kind of frozen. Billy reached up and started unbuttoning his shirt from the top. As Billy unbuttoned the buttons, his bulging, muscular pecs and his hard, shredded abs were slowly revealed. Jeff's mouth dropped open. "Holy shit!" was all that Jeff could say. Then Billy took off his shirt, and Jeff now saw all of Billy's muscular torso -- his striated cannonball delts, this thick traps, his flaring, slab-like lats, his big round pecs, his rippling, muscular arms and his hard, washboard abs. Even though he was 10 pounds lighter and four inches shorter than Jeff, he was so much more muscular than Jeff that at 12 years old he made my 16-year-old brother look like a wimp.

Billy looked at Jeff right in the eyes and said, "I ate your fucking MetRx, asshole. What are you going to do about it?" Jeff's eyes tightened. I could tell he was furious. He had been used to beating up me and Billy and his brain hadn't quite comprehended what his eyes were seeing -- that Billy had packed on 45 pounds of hard, powerful muscle and was not the same little kid that Jeff had pounded in the past. In Jeff's brain, he was still the dominant one, the 16-year-old who was going to now beat up the 12-year-old who had eaten his MetRx. "You're going to pay for this, you little punk," yelled Jeff and he charged at Billy with all the force he could muster. He hit Billy on the chest with his shoulders, fully thinking that Billy was going to crash to the floor. Instead, Billy just took one step back with one muscular leg and stood firm as a rock as Jeff ran into him. Then, before Jeff had a chance to react, Billy grabbed Jeff's wrists and forced them straight up into the air. The two boys were now facing each other with Billy's strong grip forcing Jeff's arms into the air. I could see that Billy's arms were a lot bigger and a lot more muscular than Jeff's. Jeff was four inches taller than Billy, which should have given him some leverage, but Billy was in total control. Billy started forcing Jeff's arms back and down over his head and there wasn't anything Jeff could do about it. Jeff's shoulder joints started to hurt as the muscular kid applied more and more force. Jeff dropped to his knees, but this only gave Billy more leverage to inflict more suffering. Jeff cried out in pain, but this only made Billy apply more power. Billy forced Jeff's arms further and further back. Billy was almost tearing Jeff's arms out of his sockets. Finally, Jeff dropped to the floor in an attempt to escape from Billy's iron grip.

Billy let go of Jeff's arms, but immediately grabbed the 16-year-old under his armpits, jerked him up off the floor and pinned him up against my bedroom wall, lifting him about a foot off the floor with brute force. "You got a problem with me eating your fucking MetRx, you little pussy?" yelled Billy. "You think you can still beat me up the way you beat up your little brother? Well, in case you haven't noticed, asshole, I'm not a little kid anymore and I'm going to eat your fucking MetRx anytime I fucking want. And now I'm going to give you a little sample of what's going to happen to you if you ever try to fuck with me or Josh again." At that, Billy held Jeff in place against the wall with his left arm and punched him unmercifully about six times in the gut and chest with his rippling, muscular right arm. Billy's knuckles felt like piledrivers as they drove into Jeff's flesh, which was not anywhere near as hard or muscular as Billy's.

Then Billy threw Jeff to the floor and started wrestling with him, twisting his arms and legs into contortions that threw Jeff into incredible pain. Billy loved to wrestle. We wrestled a lot after Billy's workouts, with me always losing. But Billy never tried to hurt me too much, just enough to make me submit and acknowledge his total physical superiority over me. With Jeff it was different. Billy just unleashed himself, wrestling with total abandon and control, not caring in the least how Jeff felt about it. His young muscular body just thrashed the older kid, with pin after pin, and twisted limb after twisted limb. I watched Billy's back muscles writhe like snakes as he lay on top of my helpless brother, twisting Jeff's arms with incredible force. His wide lats tapered down to incredibly narrow hips and his lower back muscles looked like two thick ridges of muscle. His round, muscular butt bulged up under his levis. Quickly, Billy spun around and wrapped his muscular legs around Jeff's chest in a deadly scissors hold. Billy locked his ankles and started squeezing his thick, strong legs. I could see his bulging quad muscles pushing out the fabric of his baggy jeans. Billy's legs had gotten unbelievably strong -- able to squat with 300 and leg press 450 for reps -- all at a bodyweight of only 145. Billy was now applying all that strength to crush the life out of my brother. The air was quickly squeezed out of Jeff's lungs, and as Billy's python-like legs crushed Jeff's ribcage harder and harder, Jeff began to gurgle and sputter. His face turned bright red. He was totally unable to breathe and if Billy had wanted, he could have easily killed my brother with just the sheer force of his muscular legs. Finally, Billy relaxed his scissors hold, jumped up and stood over Jeff, flexing his sweaty, muscular arms in victory.

Billy's wrestling with Jeff consisted of about five minutes of sheer physical domination and the infliction of incredible pain. Billy picked Jeff off the floor, bumped him with his big, bulging pecs, and said "Fuck off, you pussy punk. How's it feel to get beat up by a 12-year-old kid? You're so weak you make me sick. You gotta to build some real muscle if you want fight a musclekid like me. But I can tell you're never going to do it. You're a sorry sack of shit. All the MetRx in the fucking planet isn't going to build you muscles like these." Then Billy flexed his incredibly hard, round biceps right in Jeff's face. Billy's muscles were sweaty and red from all the wrestling, the steel cords of muscle fiber literally bursting through his skin and the veins pulsating with blood. Jeff just stood there in total awe. Then Billy opened to door to my room, shoved Jeff into the hall and closed the door. "I don't think he'll be giving us shit anymore," said Billy as he walked toward me flexing his arms. I felt those huge monsters that had just conquered my 16-year-old brother and nodded. Then Billy pushed me to the floor and let me feel all the incredible muscles of his body.


Part 2

When I left off talking about Billy, he had been lifting weights for two months and had packed 55 pounds of muscle on his 12-year-old body. He weighed 150 pounds at 5' 7". Of course, when we started lifting neither Billy nor I (Josh) had any idea how fast he was going to be able to put on muscle. But Billy had always been tough and confident, even when he was skinny. Somehow he had an inner confidence that told him that he was going to be getting big and strong real fast. And after only one day of lifting he was lifting much heavier weights than I could lift and eating much more food than I could eat. And he could train with incredible intensity, much more intensity than I could ever handle. All that intense, heavy weightlifting and those huge quantities of protein-rich food immediately started packing serious muscle on Billy's frame. Billy loved the changes he saw every day in his body and I loved them too. I've always admired strong, muscular, young teenagers and it was almost like a dream come true for me when my best friend's body started growing big and muscular right before my eyes until he became the biggest, strongest, most muscular kid in our whole school. And he wasn't even a teenager yet!

As the muscles started to pop out on Billy, he kept wanting to test them and show off his growing strength. He was like a young buck, pumped with testosterone and out to lift and crush everything he could. He was really aggressive in school and he was really aggressive with me. Almost immediately Billy became much stronger than me and our wrestling matches turned into strength exhibitions for Billy. He really got off on using his big muscles to push me around, and I got off on it too. I loved the feeling of being overpowered by Billy's young muscles, which were growing bigger and stronger every week. I loved smelling his muscle sweat as he rubbed his hairless armpit in my nose while pinning me effortlessly with one hand. I loved feeling his steel-hard bulging biceps with my fingers as he flexed those huge balls of muscle right in front of my face. Billy loved to show off his muscles and use them to overpower me, and I loved to watch and feel Billy's rapidly developing muscles and experience their unstoppable strength.

Well, three and a half months have now gone by since Billy and I started lifting weights. I couldn't believe that Billy could continue putting on even more muscle after he reached 150 pounds, but he did! Believe it or not, Billy has put on another 25 pounds of muscle in the last six weeks and now weighs 175 pounds, all solid, ripped muscle with not an ounce of fat on his beautiful, totally muscular body. He also gained another 1-1/2 inches in height and stands five foot nine inches. In all, Billy's has grown four inches in height and gained 80 pounds of muscle since the beginning of 7th grade. And he won't turn 13 for another four months. He's a 12-year-old superstud and he knows it.

One of the witnesses to Billy's amazing transformation was a kid named Donald, who sits right behind Billy in our math class. Donald is a small, nerdy kid, the kind of kid who does pretty well in school but who is a complete flop in athletics and gets picked on a lot by bigger kids. He's about five feet tall and weighs around 80 pounds. He was one of the kids in gym class who couldn't do a single pushup, pull-up or sit-up. When you think of a nerdy, geeky wimp, think of Donald.

When school started in September, there was nothing special about Billy's body. Billy and I were both taller than Donald by five inches and heavier by 15 pounds, but we were both really skinny. That extra weight was spread over our extra five inches in height. As Billy sat at his desk in front of Donald, Donald could see that Billy's bony shoulders were about the same width as the back of his desk seat. His neck was pretty skinny too, although Donald had to admit that Billy's neck held up a really good-looking head -- blond hair, blue eyes, high cheekbones and sparkling white teeth. Billy's arms were thin as a reed and when he wore a tee-shirt, which was most of the time, his arms hung down loosely in the fabric. His forearms were skinny, although Donald could see veins running under Billy's skin. Billy was skinny but he had no fat covering his little muscles. Billy wore shorts most of the time, so Donald had plenty of opportunity to see Billy's skinny legs. Very thin, but again absolutely no fat, and there were even some veins showing in his thighs.

Well, as you know, Billy and I started lifting weights on the first day of school and Billy's body responded instantly to the heavy weights and the huge amount of food he started to eat. Billy gained 4 pounds of muscle in two days and 10 pounds of muscle in the first week. Donald couldn't believe what he was seeing. All of a sudden, little bulges of muscle started popping out of the back of Billy's arms when he flexed his triceps. Billy would flex a lot just sitting at his desk in front of Donald. Day after day, those bulges of muscle got bigger and bigger. It was almost like time-lapse photography. At the same time, Billy's biceps were getting bigger and rounder. The strands of muscle fiber grew bigger and when Billy flexed his biceps those muscles started forming a little ball of hard muscle. Even unflexed, Billy's arms were clearly getting bigger every day, and were starting to fill out the sleeves of his tee-shirts. Every time Billy moved his arms, his hard muscles would flex and unflex, showing ripples of muscle under his tan skin. Donald tried flexing his little arms and saw nothing but skinny, flabby flesh.

Day after day, Billy's arms just kept getting bigger and stronger. There was no stopping their growth. Donald didn't know it, but Billy was adding about one-half inch of muscle to his arms every week! Over the course of 3-1/2 months, what had been skinny little pipestems became huge, striated hams of rippling muscle. Billy's forearms had grown in proportion to his biceps and triceps and now looked like a big coiled mass of writhing snakes. Veins popped out everywhere on Billy's upper arms and forearms. Even when he wasn't flexing, the veins were clearly visible under his thin skin. They were the creeks and rivers that fueled his throbbing, growing muscles with protein-rich red blood.

Donald noticed another thing about Billy's body. Billy's shoulders and lats started widening before Donald's very eyes. Donald would sit behind Billy and visually compare the width of Billy's shoulders with the back of Billy's desk seat. On the first day of class, they were the same width. But almost immediately, Billy's shoulders started growing. Round caps of muscle started forming on his shoulders. And, since he had just hit puberty, his shoulder bones were growing wider too so both Billy's bones and his muscles were getting bigger at warp speed. Soon Billy's shoulders were an inch wider than the back of Billy's desk seat. Then, after what seemed like only a few weeks, they were two inches wider. Then three inches, then four inches and on and on until Billy's massive, muscular shoulders grew to be ten inches wider than the back of his desk seat, five inches of new bone and muscle on each side. Billy's shoulders looked like big melons, striated with hard, twitching fibers. Sometimes Billy would roll the sleeves of his tee-shirt up to expose those shoulders and when he did that Donald couldn't pay any attention to the teacher. All he could do was stare at those huge delts and watch the fibers flex and unflex, rearranging themselves effortlessly as Billy moved his big arms. Billy knew Donald was watching, and sometimes he would lift his arms and do a double biceps pose for Donald, making sure that his delts were flexed and bulging to the max.

At the same time as his shoulders were growing, Billy's lats were turning into slabs of muscle that formed a perfect V-shape from those wide shoulders to his incredibly narrow waist and hips. At first, Donald didn't even see any lats on Billy. Then day after day, week after week, wings of muscle started forming under his armpits, big and thick and much more massive than the back of Billy's desk seat. Billy's neck grew thicker and more muscular each day and Donald could see Billy's trap muscles form outward from that columnar neck and bulge upwards on Billy's broad back. Billy's back looked incredibly strong. Sometimes Billy would flex his lats for Donald. The slabs of muscle would expode outwards, stretching the fabric of whatever shirt he was wearing.

Donald couldn't see Billy's chest from his desk, but he sure saw those bulging, pec muscles when Billy strutted around the room before class and flexed his muscles for the admiring kids. Billy's chest was growing at the rate of an inch each week. At first, his chest looked flat, just like Donald's. But very soon, Donald noticed Billy's pec muscles starting to bulge under his tight tee-shirts, at first looking like little bumps of muscle and then bulging thick and round, stretching the fabric farther and farther outwards. Donald could see Billy's nipples press out against the fabric as Billy flexed his pecs for all to see.

And then there were Billy's legs. Billy always wore shorts, so Donald got a good look at Billy's legs. Day by day, ridges of muscle started to spring up in Billy's quads. His formerly skinny legs exploded with muscle. Billy liked to straighten his legs one at a time, first his right leg and then his left. Every time he lifted his leg, the muscles in his thigh jumped up in bold relief. Veins crisscrossed every slab of muscle. His calves started growing too, forming diamond shaped heads of muscle, which were also crisscrossed with veins.

One day, after Billy had been lifting about six weeks, he came into math class wearing a tee-shirt and a pair of shorts that his mother had bought him before school started, when he was still an ordinary 12-year-old boy. That poor shirt and those little shorts were stretching and straining, since Billy had by then put on 40 pounds of pure muscle, zooming in bodyweight from 95 to 135 pounds. Every part of Billy's V-shaped torso was revealed by that tight tee-shirt. And Billy's hard quad muscles pushed against the fabric of his shorts, which had previously been plenty big for his little legs. Donald couldn't keep his eyes off those buff, bulging muscles as Billy sat down in front of him for class. Billy knew that Donald had been watching his muscles get bigger every day. He liked to give the nerdy kid a thrill by sitting at his desk and flexing his arms, spreading his huge lats or flexing his legs and calves. When Billy did that, Donald couldn't pay any attention to the teacher. All he could do was watch and think about Billy's big, rippling muscles.

Before class started, Billy sat at his desk with that tight tee-shirt hugging to his big, muscular torso and slowly started flexing his muscles. He flexed his triceps, which forced the fabric of his sleeves to stretch even more. He flexed his lats, which flared out under his armpits like the head of a cobra. He slowly curled his arms up and down like he was curling two 50 pound dumbbells and his biceps formed big balls of hard muscle at the top of each contraction. Donald was mesmerized watching Billy's muscles flex and bulge. Then, just before the bell rang, Billy calmly lifted both of his arms up, sort of like he was going to stretch, and then pulled them down and simultaneously flexed his arms, his lats and his pecs. Donald's eyes almost fell out of his sockets as he watched Billy's muscles explode under the tight fabric. At the same time, Billy lifted his feet off the floor and flexed his big quad muscles. Suddenly, there was a loud ripping sound as Billy's biceps tore through the sleeves of his tee-shirt, his lats and pecs ripped apart the rest of the shirt and his massive thighs ripped through his shorts. The tattered shirt sort of hung on Billy's torso, the big tears in the fabric now clearly revealing all of his rippling muscles. His shorts were ripped all the way to his crotch, showing the full size of his cut, muscular quads. All the kids in class gasped at Billy's awesome display of muscle and power.

Billy turned around, looked Donald right in the eye and said, "I don't think you'll be learning much math today, will you dweeb-boy? I think you'll be staring just like you always do at these fucking muscles that just ripped apart this sad little tee-shirt and these pathetic shorts. These muscles are just unstoppable, Donnie, and no fucking cotton cloth is strong enough to hold them in when they want to flex and grow. These muscles could rip you apart too, Donnie, but you're so puny that it wouldn't be any fun. I'm just going sit here and flex away and let you dream about what it would be like to have muscles like mine." Billy smiled at Donald in a totally confident way and flexed his biceps right in Donald's face. Donald just stared in disbelief at the incredible muscularity his classmate had attained in six short weeks. And just as Billy predicted, Donald spent the rest of the class staring at those big, hard muscles that had just shredded those clothes as Billy flexed them over and over again. Donald dreamed of touching Billy's muscles, of feeling how big and hard they were. He dreamed that maybe some day his little body could have muscles like Billy's, but deep in his heart he knew it wasn't going to happen. Billy's flexing both tantalized and tortured poor Donald, who could never hope in his lifetime to have a fraction of the muscle the 12-year-old kid sitting in front of him now had.

Well, Donald sat behind Billy day after day in math class watching Billy's muscles grow like weeds after a spring rainfall. Billy knew Donald was watching and he purposely stretched his arms and flexed his massive biceps every day, just so Donald could fully appreciate how big those guns were getting. He flexed his lats and he flexed his delts. Sometimes he would pull the sleeves of his tee-shirt over his shoulders so Donald could see all the striations in the three heads of his delt muscles, which looked like cannonballs of muscle. He also flexed his massive quads, which now had the size of oak tree trunks.

About two weeks ago, when Billy weighed almost 170 pounds, he was showing off for the girls before math class. He had rolled up the sleeves of his tee shirt and was flexing his arms and showing the girls how big and cut his shoulders were. Three of the girls started feeling Billy's muscles, oohing and aahing at the incredible size and hardness of his arms and shoulders as Billy flexed his biceps and delts. He lifted up the bottom of his tight shirt and flexed his iron-like abs. His waist was so narrow and muscular that it was almost unbelievable, especially when compared with his wide shoulders and lats. Sarah placed her little fingers on Billy's abs and pressed as hard as she could. It felt like she was touching warm, corrugated marble. She ran her hands all over that washboard of muscle and gazed lovingly at Billy's blue eyes and gorgeous face. All this time Donald was sitting at his desk watching the girls go wild over Billy, wishing that he too might some day be able to feel the incredible size and hardness of Billy's muscles.

Then Sarah said, "Oh Billy, your muscles are soooo big and soooo hard. I'll bet they are really strong too. How strong are they Billy? Show me how strong they are!" At that, Billy walked over and grabbed the bottom of the two steel supports holding the back of Donald's desk seat. With one explosion of power, Billy lifted the whole desk off the ground with Donald sitting in it. "Hey, Billy, stop it, stop it! You might hurt me!" yelled Donald. Billy just ignored the pleas of the little wimp. "Shut up, Donnie," ordered Billy. "I'm not going to hurt you. Just shut up and enjoy the ride!" Donald knew that there was nothing he could do to stop Billy, so he just gritted his teeth. Billy then muscled the desk to his shoulders and pumped out 20 easy reps of military presses with Donald and his desk as the barbell. The sleeves on Billy's tee-shirt were still pulled back over his shoulders and the girls could see the incredible striations of muscle rippling in his big, round delts as he pumped out rep after rep. Billy's triceps writhed like snakes as the heads of muscle bulged with each press. Donald weighed 80 pounds and the desk probably weighed another 70 pounds, so Billy was pressing 150 pounds like it was nothing. After the 20 reps, Billy placed Donald and his desk gently on the floor and flexed his arms for the girls. They rushed up and put their hands on his pumped arms and shoulders. "Is that strong enough for you, Sarah? That was nothing. I can press lots more weight than that in the gym. You wanna see these arms get really big and pumped? You wanna see these big biceps in action? Here, watch this."

Billy turned towards me and I knew what was going to happen. He grabbed me under my armpits and under my butt and lifted me up to the curl position. Then he started curling my 105 pounds up and down with such ease that he could have just as well have been curling a broomstick. Sarah placed her fingers on Billy's left bicep and felt the big muscle -- Billy's arms were now over 16 inches -- contract and extend, getting bigger and harder with each rep. Billy looked over to Donald who was still in shock sitting at his desk. "Hey Donnie, come over here and feel the muscle in my other arm. You've been watching these big monsters growing for three months and its high time you got a chance to feel just how big and ripped these biceps really are! Come feel how big and hard they get when they get all pumped up from curling Josh." Donald couldn't believe it. After all this time he was finally going to be able to feel Billy's huge biceps, and even feel them as they were curling a heavy weight up and down.

Donald walked over to Billy and placed his little fingers on Billy's right bicep just before Billy started another curl. Donald felt that big, solid bicep literally grow into a huge ball of rock hard muscle right in his hand as Billy curled his arm up and contracted the steel-like fibers. Donald jerked his hand away in shock. He had never felt anything like Billy's bicep in his life. He couldn't believe that human flesh could be that hard. He got a strange feeling in the pit of his stomach and felt weak in the knees. Never had he experienced a sensation like feeling Billy's throbbing, incredibly massive and hard muscle. A living, pulsating, massive boulder of rock. Donald put his whole hand back on that bulging muscle, trying to get his fingers around Billy's huge bicep, but the big round ball of muscle was too big. Billy's bicep was about the size of a softball and as hard as steel. As Billy lifted me up and down, Donald could feel the fibers in the bicep extend and contract. Each fiber felt like a steel cord. When they contracted, those fibers formed a harder mass of muscle than Donald had ever imagined possible, even though Donald had been watching that muscle for three months. Veins were crisscrossing Billy's whole arm as blood engorged the muscle.

"Try pinching my arm as hard as you can, Donnie," said Billy. "See if you can hurt that muscle." Donald tried to squeeze Billy's bicep as hard as he could, but he couldn't make the slightest dent. Then he tried to squeeze Billy's rippling triceps, with the same result. Donald moved his hand up to Billy's bulging, striated delts and squeezed them too. They were just as hard as the rest of him. Donald was in total awe and what he has seeing and feeling. Finally, Billy completed about 25 curls with his human barbell and placed me on my feet. He flexed both arms, which were now glistening with sweat and pumped to the max. "Are these big guns strong enough for you, Donnie?" asked Billy sarcastically. Donnie nodded in total agreement and looked down at his own 8-inch reed-like right arm. When Billy saw Donald making the mental comparison, he straightened his right arm and flexed his massive triceps right next to Donald's emaciated limb. Each head of Billy's massive tricep muscles was bigger than Donald's whole arm. I could see tears beginning to form in Donald's eyes as he looked at Billy's massive arm next to his. I couldn't tell if they were tears of joy because Donald was so happy that he was finally able to feel Billy's big muscles, or tears of sadness as Donald contemplated his complete physical inferiority in comparison to his incredibly muscular classmate. Billy looked down at Donald and I think I saw a genuine look of pity in his eyes. Finally Billy said "I guess some of us have muscles and some of us don't. I do and you don't." Donald nodded his head and squeezed Billy's huge arm one last time.

A few days later, when math class had just finished, Donald came up to Billy. Donald was kind of trembling and he was holding something in his right hand. "Hey, Billy, can you wait a minute, please?" said Donald. "I've got a business proposition for you." "What kind of business proposition?" said Billy. Donald opened his right hand and thrust a crumpled $20 bill towards Billy. "I want to hire you as my bodyguard for one day, Billy, and I've saved up this money to pay you. You see there's this big 9th grader named Joe who picks on me every day. He punches me in the gut and he twists my arms and he just tortures me. Then he makes me give him all my lunch money and if I don't give him enough to make him happy, he punches me some more. And there's not a fucking thing I can do about it because I'm a puny wimp and Joe's a big, strong kid. Kinda fat but really strong. He can do whatever he wants to me anytime he wants to."

"But Billy, Joe's a dweeb compared to you. You are so much bigger and stronger than he is that you could do the same things to him as he does to me. That would be so great, Billy. If I had you as my bodyguard, you could protect me when Joe tries to bully me again. Instead of him beating me up, you could beat him up. Oh I'd just love to see that, Billy. I'd just love to see your big muscles just pulverize his fucking bully body. Billy, its taken me two months to save up this $20 because Joe keeps taking all my money. But I finally did it. I've been dreaming of this day Billy. I've been watching your muscles grow and I was hoping that you would get big enough to beat up Joe. And now you're more than big enough to smash his fat ass. So, PLEASE, Billy, PLEASE, say yes. Be my bodyguard!" Donald's face was getting all red and his hands were really trembling. I could tell that this was really important to him and that Billy was really his last hope to lead a normal life as a seventh grader.

Billy looked down at poor, puny Donald and looked at the $20 bill that Donald was trying to give him. I think Billy could sense just like I could that Donald was truly desperate. He looked at Donald's puny little body, thought about that big kid Joe pounding on helpless Donald, and then looked down at his own big chest and arms. Suddenly he punched his right fist hard into his left hand and said "OK, Donnie, it's a deal. I'll be your bodyguard. If that asshole lays a hand on you, I'm going to beat him to a pulp. Hey, I think this is going to be fun. I like to beat up big kids. I haven't beaten anybody up in over a month because I'm so much bigger and stronger than every other kid in this school that its no fun. I don't like to beat up little kids who can't fight back. I like to beat up big guys who think they're studs but then get pulverized by a 12-year-old's big muscles. I get a big rush when my muscles overpower another kid and smash him into oblivion. This kid sounds like he needs a real thrashing, and I'm up for it! And I'm getting paid for it too! I think I'll like being your bodyguard, Donnie. You may be a wimp, but you're an OK guy and you don't deserve to be beat up by some warped 9th grader." Donald burst into tears of joy, wrapped his little arms around as much of Billy's big, muscular chest as he could and hugged him with all his might. "Oh thank you, Billy, thank you." The plan was for Billy and me to follow Donald around, but not close enough that Joe would notice. Sure enough, just before lunchtime, Donald was walking on the playground outside and a kid that was probably six inches taller and 40 pounds heavier than Donald came up to him and grabbed his arm. He twisted Donald's arm up his back real hard and then punched his other fist into Donald's weak, flabby gut. Donald buckled over in pain. "OK, Donnie-boy, you miserable freak, how much you got for me today? It better be more than yesterday or I'm going to really pound your pathetic little excuse for a body."

"I've got news for you Joey. I'm not paying one more cent. You are a bully and a coward and a total asshole. You can just fuck off!" yelled Donald. Donald felt great being able to tell Joe exactly what he thought of him. Joe looked shocked. Donald had never dared talk to him like that before. "What did you call me, you little runt? I'm going to pound your ass into the ground so hard you'll need a tractor to pull it out!" Joe pulled back his right arm, getting ready to punch poor Donald really hard in the gut, when a big, strong hand grabbed Joe's arm and jerked him around. Joe was now face to face with Billy, the biggest, strongest, meanest dude in the whole school.

"Hey, you fat slob, what the fuck to you think you're doing?" said Billy. "You like to punch out little guys who can't fight back? You like to pick on 7th graders? Well I'm a 7th grader too. Except, unlike Donnie here, I can fight back. I guess you didn't know that Donnie is one of my closest personal friends. I guess you didn't know that Donnie and me are like brothers. (Billy was exaggerating a little bit.) Anyone who picks on Donnie is also picking on me. And do you know what I do to guys who pick on me? Here, I'll show you. Punch me in the gut just like you did to Donnie." Joe stood frozen. He sure didn't want to punch the big, muscular kid standing in front of him. Billy outweighed Joe by more than 50 pounds of solid muscle. But Billy didn't take no for an answer. "Punch me in the gut, fuckhead," ordered Billy. "And it better be at least as hard as you punched little Donnie here." With no alternative, Joe wound up his arm and punched Billy as hard as he could in the gut. His fist made a smacking sound and bounced off Billy's steel-like abs like it had hit a brick wall. Billy looked down at the punk and sneered. "Did that feel a little different than Donnie's gut? I think this will feel a little different than what Donnie could do in return."

At that, Billy wound up his right arm and landed an incredibly hard punch to Joe's gut. Even though Joe had pretty good abs, Billy's powerful punch drove deep inside his gut, pulverizing his ab muscles and reaching his intestines. Joe immediately dropped to the floor in agony. Billy fell on top of Joe and began wrestling with him. Billy was so much stronger than Joe that Joe could put up almost no resistance to Billy's powerful muscles. Every so often, Billy would sit on Joe's legs and punch him in the gut and chest landing powerful punch after punch. Billy didn't touch Joe's face. He wanted to leave that to Donald. Every punch felt like a piledriver and Joe's body turned red from all the broken blood vessels. Billy twisted Joe's arms and legs into such painful positions that the bully started crying in pain. Billy wrapped his oak tree legs around Joe's chest in a devastating scissors hold and started to squeeze. His huge quads popped out in bold relief and all the air was immediately forced out of Joe's lungs. Billy squeezed harder and Joe started gurgling uncontrollably. Finally, Billy relaxed his hold and stood up. Joe just laid there hoping it was over. But it wasn't.

Billy lifted Joe off the floor and stood behind the bully holding his arms in a full nelson. Then Billy said, "Here, Donald. Come over here and punch this asshole as hard as you can as many times as you want. I want you to beat him up good!" Donald stood in front of the formerly fearsome bully, made his little hands into fists and started punching furiously at Joe's gut, his chest and his face. Blood started spurting from Joe's nose. Ordinarily, Donald's weak little punches wouldn't have fazed the big, strong kid in the least, but Billy had already pulverized Joe's flesh so much that every one of Donald's punches hurt a lot. Donald punched and punched, paying back all the pain and humiliation he had received from Joe. Oh how good this felt, finally turning the tables on his tormentor. Finally Donald was satisfied and he stopped his punches. Billy threw Joe's pulverized body on the floor and said, "If you ever touch Donnie again, you will think this was a picnic."

As we walked away, Donald said, "That was the best $20 I've ever spent! That was incredible, Billy. Thank you so much!" Billy said, "No problem, Donnie. I really had a lot of fun thrashing that asshole and I really liked it when you beat him up at the end. You threw some really good punches. Hey, if you have any friends who are getting bullied by bigger guys, just tell them to come and see me. I won't even charge any money. I like being the bodyguard for you little nerds."

Well, needless to say, Donald had quite a few friends -- 5 to be exact -- that were being bullied in one way or another by bigger kids. One by one, every one of these bullies got beaten up by Billy, or by the little dweeb after Billy had softened them up a bit. Billy had a blast using his big muscles to thrash all those bullies who were used to thrashing the little kids. Miraculously, all the bullying of the little nerds in our class suddenly stopped. Billy was now the hero of every dweeb in the seventh grade and he loved his new position as class bodyguard.

In the middle of December the P.E. Department at our school held a weightlifting contest. This was an annual event. Each year there was a contest in December and another one in June. The idea was to see how much stronger you could get between December and June and then between June and the next December. All the big, strong kids in the school entered the contest. They wanted to show off to the girls and prove how macho they were. This December, about 25 kids entered. They were all 8th and 9th graders except for Billy. Some of them were the bullies that Billy had just beaten up. He was the only 7th grader who had the guts to enter, but he was far bigger, stronger and more muscular than any of the other kids who entered. We all knew that Billy was going to win the contest. We just didn't know by how much. Even Billy didn't know exactly how strong he was since he was getting stronger every week and he never went for his absolute maximum in his grueling, intense workouts. In the contest the kids would do bench presses, squats and deadlifts, the three powerlifts, the tests of real strength. The kid with the highest combined poundage would win.

Before the contest, Billy took off his shirt and warmed up a little by doing some pushups, pull-ups, light squats, light deadlifts and sit-ups. His muscles started to bulge with raw power. They weren't pumped to their maximum yet, but they were big and hard and the fibers were showing clearly. I could see the veins under Billy's thin, tan skin as the blood engorged his big muscles and the hard, dense fibers forced the veins to push against his skin. Just for the record, I decided to take Billy's measurements. I wouldn't have believed a 12-year-old could be this muscular if I hadn't personally seen Billy's bulging, flexed muscles stretch the tape to these girths: Upper arms 16-1/2; chest 46; neck 16-1/2; forearms 14; waist 28; thighs 25; calves 16-1/2. In a little over three months, Billy had packed 7-1/2 inches of muscle on his upper arms, 13 inches on his chest, and 9 inches on his thighs. His waist only increased by only one inch, and that was all rippling, corrugated muscle.

As we had done so many times, Billy and I stood next to each other in front of the mirror. What a contrast! Billy's big, muscular 175-pound musclekid body absolutely dwarfed my little 105 pounds of boy flesh. With his short blond hair, blue eyes, sparkling white perfect teeth, drop-dead handsome face and strong, muscular neck he looked like a young Abercrombie and Fitch model. His shoulders were now at least ten inches wider than mine, five inches on each side, and his delts looked like big cannonballs of striated muscle. Every time he moved his arms, the fibers in his delts moved under his skin, flexing and unflexing and rearranging themselves effortlessly. He had big, powerful trap muscles leading up to a strong, muscular neck. His lats were incredibly wide and thick, tapering down to his rippling 28-inch waist. His 8 pack of abs was so shredded that every crevice looked like it had been carved with a knife. He had an incredibly hard, round muscle butt that stretched his shorts. He wore his shorts really low and I could see the tan top of each globe of his glute muscles. His legs were big and shredded, with veins crisscrossing his bulging quads and his calves looking like muscular diamonds. Billy flexed his arms in the mirror. His biceps and triceps rippled with amazing size and muscularity. Every fiber was visible and veins pulsated across the huge muscles. My 12-year-old friend had turned into a superman.

"Time to go lift some heavy iron," said Billy, as we walked into the gym. As we entered, I heard a loud cheer from the crowd. All 25 geek members of the 7th grade computer club, including Donald and his friends, were there cheering for Billy. Billy was their hero and protector. All the pretty 7th grade girls were there too, also cheering for Billy. Every one of them wanted Billy to be their boyfriend. "Kick their asses, Billy," yelled one of the computer nerds. "Show 'em who rules this school," shouted another. Billy turned to the crowd, smiled and flexed his arms. The kids erupted in applause. All the other contestants were looking at Billy in awe.

Bench press was first. The spotters first loaded the bar with two big plates, a total of 135 pounds. There were several kids who couldn't do this. It was an easy warmup for Billy. They then added 10 pounds to the bar every round, and one by one more and more of the cocky 8th and 9th graders dropped out. Billy was still warming up. Finally Mark and Brad were the only ones left besides Billy. They made it to 175 pounds but couldn't lift 185. Billy lifted it easily. Now that he was the only one left in the contest, Billy ordered, "Forget this 10 pound shit. Put on another 50 pounds." The spotter kids gasped but did as they were told. The bar was now loaded to 235. Billy pumped it up like it was his first warm up. "Another 50," ordered Billy. The bar was now at 285. Again Billy pressed it up, his huge chest bulging and his triceps and delts rippling with power. His whole body was now covered with sweat. "Gimme 325," ordered Billy. "That's 25 pounds more than I've ever done, but I feel as strong as a fucking bull." "You look as strong as a bull," said one of the spotters. Billy smiled at him and flexed a hot, sweaty bicep right in the kid's face. Then Billy got under the bar and took a deep breath. He lifted the bar off the rack, slowly lowered it to his big, red bulging chest and with a burst of incredible power pushed it back up, locking his elbows at the top. All the kids burst into cheers and Billy jumped up and flexed his arms. He was a total stud. He knew it and every kid in the gym knew it.


Part 3

After Billy had blown away all the other kids in the bench press contest, he flexed his arms in triumph. All the seventh grade nerds whooped and hollered as their 12-year-old classmate, hero and bodyguard flexed his awesome muscles. The 8th and 9th graders who had competed with Billy couldn't believe how strong he had gotten in only 3-1/2 months of training. He had just benched 325 pounds. The next strongest kids, Mark and Brad, could only manage 175. And Mark and Brad were both14 years old and had been lifting for almost 2 years. When Billy and I arrived in the weight room for our first workout, when we both weighed only 95 pounds, Mark and Brad were the studs of the gym, bossing all the other kids around and humiliating us. They had gained only 5 pounds in 3-1/2 months while Billy had gained a phenomenal 80 pounds of solid muscle and now weighed 175, 25 pounds more rock-hard, brutally strong muscle than Mark and Brad had. The tables had completely turned. Billy was now almost twice as strong as Mark and Brad and, unlike theirs, his muscles were still growing every week. Now Billy was the stud of the gym and could boss around anyone he wanted in the whole school, including Mark and Brad.

Billy walked over to Mark and Brad and flexed his giant pecs right in front of them. The full, round totally pumped muscles bulged out from his chest and his nipples stood out completely erect and firm. His cleavage was incredible. His lower pecs were so fully developed that his nipples were pointing downward at about a 45 degree angle. Billy's thick pecs jutted out more than three inches over his rippling abs and you could see every fiber of hard muscle under his thin, tan skin. Veins crisscrossed his muscles, pulsating with blood. Billy grabbed Mark and Brad's wrists and forcibly placed their hands on his huge, sweaty pecs. Then he flexed them a few times, allowing Mark and Brad to feel the enormous size and incredible hardness of those massive, bulging muscles that had just bench pressed 150 pounds more than Mark and Brad could do.

"Feel that fucking muscle, assholes. Feel how much bigger and stronger my muscles are than yours. Shit, you're puny compared to me. 175 pounds in the bench press is chickenshit weight. I can military press that weight 10 times without even breaking a sweat. Things have sure changed in the last three months, haven't they assholes? I remember when you called me and Josh wimps and said that we'd never get muscles as big and strong as yours. Ha! Well, you were right about Josh but you were sure wrong about me! Now look at who's got fucking huge, super-strong muscles and who's got little muscles that have practically stopped growing while my muscles keep getting bigger and stronger every day. Look who's the stud now! How does it feel to be totally humiliated by a 12-year-old kid who's so strong he can kick your ass any time he wants to and you can't do anything about it? I can fuck you over any time I want. I can crush both of you like pathetic little bugs. Maybe I should do a little crushing right now!"

Billy was really getting into his big, strong muscles and his ability to totally dominate any kid he wanted, including Mark and Brad, the very guys that we both feared on our first day of school. Billy let go of Mark and Brad's wrists and quickly wrapped his massive 16-1/2 inch arms around their necks. He contracted his biceps, and the big, hard balls of muscle started crushing the necks of the two 14-year-old jocks. He flexed and relaxed his biceps a few times, each flex crushing their windpipes and inflicting incredible pain in the necks of the two older boys. Mark tried to get away, but Billy easily controlled him with his huge gun and flexed his bicep even harder as punishment for trying to escape. It was futile to resist Billy's strength.

All this crushing took only about 15 seconds. Before any of the teachers could react and tell Billy to stop, Billy released his hold on Mark and Brad and just stood there smiling at them, flexing his pecs, lats and abs. Billy was daring them to do something or to complain to a teacher, but Mark and Brad just stood there looking at Billy's incredibly muscular body. They were helpless against Billy and they knew it. Billy was wearing only a pair of shorts and some Nike cross-training sneakers without socks. The shorts were hanging low on Billy's hips, revealing the top part of his firm, round butt muscles and his ass crack. Just like the rest of Billy, the top of his ass was very tan because he always wore his shorts really low. Billy's ass was round and muscular -- a total bubble butt -- and as we were about to see in the deadlift and squat competition, those ass muscles were incredibly strong. Billy's eight-pack of abs was totally shredded. Because his waist was so small and his hips were so narrow, his wide, muscle-capped shoulders were way more than twice as wide as his waist, which, together with his thick, slab-like lats gave him an incredibly muscular V-shape that was nothing short of stunning. Even relaxed at his sides, his big, muscular arms looked like massive hams, the fibers of his biceps and triceps rippling and solid. His forearms bulged with sinewy muscle that looked like a mass of snakes.

One of the most outstanding parts of Billy's body was his striking oblique muscle that swept down from the sides of his lower torso towards the center, below his abs, and cut a swath under his belly button. Those sweeping obliques made his butt stand out like it was molded from hot metal. The slash-like muscles cut under his abs and towards Billy's crotch. They made him look extremely sexy, especially since he wore his shorts so low. His shorts were so low that I thought I could almost see a little bit of blond pubic hair -- the only hair on Billy's young body. Since he had only gone through puberty four months ago, he still hadn't grown any hair in his armpits. But there was no doubt that even though Billy was a 12-year-old boy, his body was all muscle and all man.

Then Billy saw a kid holding a big rubber ball, about the size of a basketball, one of those red rubber balls we use for dodgeball. He grabbed the ball out of the kid's hands and turned to face Mark and Brad. "Hey, fuckheads, just pretend this ball is you. Watch what I can do to it and what I could do to you." At that, Billy placed the palms of his hands against the sides of the ball and started to squeeze the ball from both sides. His pecs bulged out with rippling muscle and his triceps and biceps became incredibly pumped and shredded as the phenomenally strong 12 year old applied more and more force to the poor ball. Billy's forearms looked like a mass of writhing snakes as his big, powerful muscles forced his thick, strong hands into the sides of the rubber ball. The ball started to flatten as Billy's muscles applied an absolutely enormous force. All of the muscles in Billy's upper body were red with blood. His veins were pulsating as his pumped muscles pressed them hard against his thin skin. His delts bulged out from his wide shoulders like striated melons of fibrous muscle. His lats spread out like slabs of shredded muscle. All of his muscles were working together to apply a force so strong that it was almost beyond comprehension to all of the kids who were watching Billy in rapt awe. Billy's face was red as a beet and the veins were popping out in his neck. Finally Billy let out a loud, primal grunt. "BANG!!!" The ball exploded with a loud noise that sounded like a shotgun blast. The hard rubber of the ball had collapsed against the incredible force applied by Billy's big, rippling 12-year-old muscles.

Billy grabbed the shredded ball with his hands and ripped it into two pieces. Then he tossed the two pieces at Mark and Brad and sneered at them. "That ball thought it was tough, but it wasn't shit compared to me," said Billy. "My muscles are unstoppable and no fucking rubber ball is strong enough to hold them back. Just think if I was doing that to your chest instead of that ball. Your bones would have been crushed like so many toothpicks. I own you guys." Mark and Brad just stood there in disbelief. They knew Billy was right.

Donald and several of his nerd friends rushed up to Billy. "Jesus, Billy, that was incredible! You're the man!" yelled Donald. "Yeah, Donnie, you got that right," replied Billy as he started to flex his muscles for the little dweebs. "Feel these fucking muscles, Donnie. You and your little geek friends don't have anything to worry about from those bullies with these muscles to protect you. You just point out a bully and I'll smash his body into a fucking pulp." Donald felt a tingle in his spine. He could point his finger at any bully and Billy would beat the kid into a sorry pulp and enjoy himself doing it. Donald felt a rush of empowerment just thinking about that. Billy was really getting into his muscles and power and Donald and his friends were really into them too. They felt every one of Billy's pumped muscles with their tender little hands and fingers as Billy flexed proudly for them. Their little bodies were just dwarfed by Billy, whose 16-1/2 inch flexed arms were actually bigger, and far more muscular, than some of these nerds' flabby little legs. Billy's 25 inch thighs were almost as big as some of the nerds' chests and there was a lot more muscle in Billy's bulging, rock-hard thighs than in those flabby chests. Billy had gained more solid muscle in the last 3-1/2 months than Donald's full weight of 80 flabby pounds. Although the boys were the same age, Billy was just so superior physically that they almost looked like different species.

Suddenly, Billy reached down and grabbed Donald with his right hand and grabbed one of Donald's little friends with his left hand by the front of their shirts. They looked up at Billy anxiously, not knowing what the big, muscular kid was going to do to them and knowing that he could do anything he wanted. "Hang on to my wrist," ordered Billy, and the two nerds obeyed. They wrapped both of their little hands around Billy's thick, strong wrist. Billy then easily lifted Donald and his friend off the ground and proceeded to do alternate dumbbell presses with Donald and his friend as human dumbbells. Billy made pressing the 80 pound kids look easy, and for him it was. I knew that in a gym workout, Billy could do alternate dumbbell presses with 110 pound dumbbells, so this was nothing for Billy. As he pumped the nerds up and down, his delts bulged like striated melons of muscle with all of the incredibly hard fibers of muscle showing in bold relief. All the kids were amazed at this feat of incredible strength and Billy's incredible delts and they started yelling and cheering. Donald actually released his left hand from Billy's wrist so that he could feel Billy's enormous delt muscles work as they pumped him up and down. Donald could feel all the fibers under Billy's tan skin bulge and ripple as they twitched and flexed.

After about 15 reps, Billy threw the little nerds about a foot in the air in a final burst of amazing strength. They landed on the mat on their butts, a little shaken from the experience but completely unharmed. They both ran up to Billy and felt his huge, bulging delts again, those delts that had just pressed their little bodies overhead like feather pillows. Donald buried his nose in Billy's armpit and breathed in the pungent smell of Billy's musclekid sweat. Donald felt warm and protected with his face buried in Billy's big armpit. Billy lowered his arm and squeezed the massive gun gently around Donald's face, just enough so that Donald could feel the power of his muscles as Donald smelled the healthy musclestud sweat they produced. Billy flexed his bicep as his arm pressed against Donald's face. The big steel-like ball of muscle pushed itself against Donald's cheek. "Feel the power, Donnie", said Billy softly in Donald's ear. "Feel the power of my fucking muscles." Donald wrapped his arms around Billy's huge chest and said, "I feel it, Billy, I feel it. You are a fucking god." Billy flexed his bicep even harder and drove the big muscle a little more into Donald's face. Donald smiled contently. He loved the feeling of Billy's big, hard muscles pressing against his body.

Billy suddenly released Donald because the deadlift competition was about to begin. The bar was first loaded at 135 pounds -- one 45 pound plate on each side. All of the kids could lift this off the floor. For Billy it was like lifting a feather. As with the bench press, the spotters added 10 pounds after each round, and gradually some of the kids started dropping out. When the weight got to 225 pounds there were only five kids left, Mark and Brad, Billy and two other ninth graders. At 225 pounds the bar was loaded with two 45-pound plates on each side. It really looked heavy and it was. Donald and his friends realized that they couldn't lift even a quarter of that weight off the floor. Well, the two ninth graders struggled with the weight but couldn't lift it far enough so that they could straighten their backs. So they were out. Mark and Brad were stronger, so they could lift the weight cleanly, but it looked like a real struggle for both of them.

Finally, Billy approached the bar. He squatted down and bent his back just enough so that he could wrap his thick hands around the bar. None of the kids noticed, but instead of the normal deadlift grip, where his palms would have faced in opposite directions, he grabbed the bar with both of his palms facing towards him. Then in one graceful motion, he not only lifted the 225-pound bar off the ground and to his waist, but he muscled his body under the bar and pressed it up over his head. All the kids in the gym gasped in amazement. Then Billy lowered the huge weight to his shoulders and pressed it back up two more times. Finally Billy let the weight crash to the mat with a huge clank. All the kids burst into applause. Billy flexed his arms at his admirers and yelled out "That's a pussy weight. After I'm done blowing away these wimps -- he pointed at Mark and Brad -- watch me deadlift some really heavy iron."

Well, Mark and Brad got up to 235 but couldn't make 245. So then it was all Billy. "Fuck this shit," said Billy. "Put on another 100 pounds. These muscles need some real weight to challenge them." The spotters dutifully did as ordered. Billy lifted the 345 pounds like it was nothing. "Another 50 pounds," ordered Billy. Now the bar was loaded with 395 pounds of iron, more weight that any kid in our school had ever lifted. Billy squatted down and bent his back. His quads were bulging with muscle and his calves were shredded with the two heads of diamond shaped muscles rippling under his skin. The muscles on his lower back stood out like thick ridges and his lats looked like huge slabs of muscle, bursting out from his torso like giant wings. His traps bulged up and out from his thick neck. This was one powerful boy.

Billy slowly lifted the giant weight, and he almost looked surprised at how easily he lifted it. He had never lifted this much in a workout, but his big, muscular body was obviously up to the task. After he had finished the lift, all the kids were shrieking and Billy smiled. "Gimme 30 more pounds," said Billy. "I feel fucking strong." The spotters loaded the bar to 425, an incredible weight for any teenager to be lifting, let alone a 12-year-old who had only been lifting for 3-1/2 months. The kids were now yelling at the top of their lungs. "You can do it, Billy!" "You're stronger than that fucking weight, Billy!" "You're a superman, Billy!" The adrenaline was pumping through Billy's veins and every one of his muscles was throbbing with power. Billy looked absolutely radiant with sweat streaming down his tan skin and his muscles rippling and flexing underneath. Veins were crisscrossing everywhere, pumping huge quantities of blood into Billy's pulsating muscles.

Billy squatted down and grasped the bar. Then with an incredible burst of power, he slowly but surely lifted the bar up to his waist and straightened his powerful back. He held the lift for at least five seconds, just to show off. Finally he dropped the massive weight and flexed his arms in triumph to the wildly cheering kids. Billy was the king. Billy was the stud. Billy was a god.

The squats were next, and Billy's massive, powerful thighs were pumped and shredded in anticipation.


Part 4

Billy stood facing Mark and Brad and flexed his massive thighs as he mentally prepared himself for the squat competition. He had just finished deadlifting 425 pounds, beating Mark and Brad by 190 pounds. The thought of a 12-year-old lifting that much weight off the floor and holding it for five seconds was mindboggling. As with the bench press, in the deadlift Billy was almost twice as strong as the two 14-year-old former studs-of-the-gym who had intimidated Billy and me when we first started lifting weights. These two formerly cocky kids were now Billy's total slaves. He could do anything he wanted to them and they knew it. He could beat them up anytime he wanted. They did as Billy ordered or suffered the brutal consequences. They didn't like taking orders from a 12-year-old who had been a skinny 95-pound kid just 3-1/2 months ago, but there was nothing they could do about it. Billy now weighed 175 pounds of solid muscle, 25 pounds more than they did, and ruled the whole school, including Mark and Brad.

"Look at my fucking legs," said Billy to Mark and Brad, totally goading and intimidating them. "These monsters are so strong that they're going to blow you little pussies away in the squat contest. Look how thick and shredded my quads are. Look at those muscles ripple. How would you like to have these big fuckers wrapped around your chest squeezing the life out of you? That sounds like fun to me. Ya know, if you assholes ever disobey me, I just might do that. It would give me kind of a rush to feel your ribs being crushed by the savage power of my massive legs. My legs against your chest -- no contest -- you'd lose again, just like you always lose to me. I rule you motherfuckers!" Billy flexed his quads again and the ridges of brutally strong rock-like muscle popped out under his thin skin. You could see the individual fibers of the muscles and the veins which crisscrossed everywhere in Billy's massive legs. Mark and Brad looked at Billy's legs with a look of envy and fear. They wished their legs were even close to as big and muscular as Billy's. Also they knew that those legs could do exactly what Billy had said. Those legs could easily crush the life out of their chests and out of them.

Not only were Billy's quads huge and shredded, but his hamstrings and leg biceps were also very well developed and strong. His 25-inch thighs looked like large oak tree trunks. His 16-1/2 inch calves literally bulged with muscle. The two heads of hard-trained calf muscle popped out in bold relief with veins coursing under his tan skin. Lots of kids neglect their legs when they start lifting weights. Since the chest and arms are the muscles most people look at, a lot of kids just work out their upper bodies or only work out their legs a little bit. Not so with Billy. Right from Day One, Billy worked out his thighs and calves brutally, and they grew big, strong and muscular just like the rest of his amazing body. Billy was a total stud.

The squat competition began. Again, the spotters first loaded the bar with 135 pounds and added 10 pounds with every round. Kids started dropping out almost immediately. There were a lot of kids who had hardly ever worked out their legs and it really showed in the squat competition. When the bar got to 195 pounds, all the kids except Mark, Brad and Billy had dropped out. Billy was still just warming up. Mark and Brad were straining. They barely pushed back up with the 195 pounds. They never worked out their legs much and it was now showing. Their legs looked like toothpicks next to Billy's monsters. They didn't really have any calf muscles while Billy's giant calves bulged with solid muscle. The spotters loaded the bar to 205 pounds. Billy sneered at Mark and Brad. "What a fucking pussy weight," jeered Billy. "You guys are shit." Both Mark and Brad tried to squat with the 205 pounds but neither of them could do it. When they squatted low enough to do a full squat, their legs just didn't have the power to push the weight back up again. They cried out for the spotters to remove the bar from their backs. Billy laughed.

After Brad had failed at 205 pounds, Billy walked up to the bar, lifted it off the rack with his palms facing out, and suddenly began to curl the heavy bar. As Billy curled the huge mass of iron, his biceps and forearms began to bulge as they got more and more pumped. All the kids in the gym started yelling wildly. They couldn't believe it. Here was their 12-year-old classmate, their hero and bodyguard, doing curls with a weight that the next strongest kids in the school, those 14-year-old 9th graders, couldn't even squat with. Billy's 16-1/2 inch biceps bulged and rippled as they powered the incredibly heavy weight up and down. After each rep they looked bigger and redder, as Billy's big, muscular, athletic heart pumped huge quantities of blood into the hard, pumped muscles. "Holy shit, Billy! Your arms are stronger than their legs!" yelled Donald. "You're incredible. You're a fucking stud." Billy just smiled. He knew Donald was right. Finally after 8 reps, Billy dropped the bar and the weights came crashing to the mat. Billy smiled and flexed his massive guns for the admiring kids who were cheering and hollering. His blue eyes and his bright white teeth sparkled. His face still looked like that of a kid even though his body was that of a muscular young man. He looked absolutely radiant as his tan skin glistened with a thin coat of sweat and contrasted with his short blond hair. He was a golden haired boy-man, a beautiful blond boy with the body of an incredibly muscular young man.

Billy turned to Mark and Brad and said "That's a weight for arms, not a weight for legs, you dweebs. It looks like my big guns are stronger than your pathetic little legs. Now watch these monsters push some heavy iron." Billy's quads flexed and bulged. They were ready for a real challenge.

"OK, you know what to do by now," Billy said to the spotters. "Put on another 100 pounds. This sissy weight ain't nothing for my legs. They laugh at this puny weight." As ordered, the spotters loaded the bar to 305 and Billy got under it, moved away from the rack and easily squatted way down and back up again. His glute muscles pushed out the fabric of his shorts, bulging outwards and upwards as he forced the heavy weight up. His quads were rippling with muscle, with big muscles bunching up right above his knees as he squatted down and then rammed himself and the heavy weight back up. This was still a warm up for Billy. After he finished he flexed his quads. The gigantic muscles jumped into hard slabs at Billy's command. He relaxed and flexed several times, each time willing his huge quads to bulge and harden to incredible size and hardness. Fibers of muscle were crisscrossing the slabs. Billy's quads were so shredded that you could see each individual fiber and all the veins running under his skin bringing blood to the engorged, pumped muscles. His calves were literally bursting from his skin. All of the muscles in his legs and butt were unbelievably pumped and shredded, ready for more heavy weight to challenge them. They wanted more and Billy was going to give it to them.

"I'm not going to fuck around with these little weights," said Billy. "Put on another 100 pounds. I feel really strong and I'm going to go for 405 right now. That's more than I've ever done, but these monsters…" -- Billy slapped his quads -- "…are telling me they can do it. They're saying, 'Billy, give us the heaviest fucking weight you dare. We're big enough and strong enough to kick the shit out of it.' Yeah, my muscles talk to me sometimes and they're even tougher than I am. They love to kick ass. So gimme the 405! My muscles are going to conquer that fucking iron, just like they've conquered everything else today!" Billy was stoked. His muscles were stoked. Billy had complete confidence in the ability of his muscles to do anything he wanted them to.

The spotters loaded to bar to 405 pounds, an incredibly heavy weight for anyone to be squatting, let alone a 12-year-old boy, and more than double what Mark and Brad had done. Billy got under the bar and took a few deep breaths. Then he backed up from the rack and slowly lowered the huge weight. His legs squatted way down. He went further down than he had to, but he wanted to show everyone just how strong he was. His neck muscles were red and bulging and his traps were exploding across his shoulders as they held the heavy bar. Every muscle in his body was tensed and rippling, from his thick, striated delts to his wide slab-like lats. His quads were bulging out under his skin. The slabs of muscle were shredded and pulsating with blood. Then Billy let out a loud grunt and willed his powerful thighs to lift himself and the 405 pounds of iron back up. Like strong, young soldiers obeying their commander, his quads and glutes instantly flexed and applied an enormous force to his strong bones. With one savage burst of power, Billy's huge, muscular legs drove the bar back up until he was standing tall and proud, the conquered iron laying pitifully across his strong back. Then to the shock of every kid in the room, Billy commanded his powerful calf muscles to raise his heels off the mat until his feet were up to his tiptoes. His 16-1/2 inch calf muscles bulged and rippled with striated muscle as they forced that huge 405 pounds of heavy iron higher and higher. The two heads of hard muscle literally burst out from his skin as he lifted his heels and the blood vessels coursed across the taut muscle fiber. Billy was showing off. Not only were his quads strong enough to squat with this enormous weight but his calf muscles were strong enough to lift it too. Billy's legs had completely conquered the heavy iron.

After this incredible display of strength, Billy stepped up to the rack and literally threw the heavy bar onto the rack. Billy's muscles were talking to him. "That weight wasn't shit compared to us, Billy. We're stronger and tougher than that fucking weight." Billy smiled arrogantly at the spotters and flexed his quads. "That weight ain't shit compared to me," said Billy. "These fucking quads and calves laughed at that weight." Billy flexed his quads again and they bulged into an unbelievably shredded mass of muscle. He flexed his calves and the two big heads of rock-hard muscle rippled with incredible vascularity under his thin skin.

All the kids were yelling as Billy finished this incredible feat of strength. Then they jumped out of their seats and ran over to Billy to congratulate him. "You're the man, Billy," said one little nerd. "Your legs are twice as strong as the biggest guys in here and I figure they're about 10 times as strong as my skinny legs. I can't even dream what it would be like to be that strong. How does it feel to be so strong, Billy?" Billy looked the skinny little nerd right in the eyes and said, "It feels fucking great, Bobby. It feels great to be able to dominate the heavy iron, to be able to beat up anyone I want to, and to have you little dweebs rubbing your little hands all over my big, hard muscles. Yeah, go ahead and feel those quads. Feel the power of those fucking monsters. They like little dweebs like you to feel their massive hardness." Billy looked at the emaciated body of the little computer nerd and flexed his tree-trunk thighs. The nerd and several of his little friends ran their little hands all over Billy's thighs and calves, feeling the massive, bulging muscles. They couldn't believe what they were feeling. Billy had more muscle in one of his thighs than most of his little classmates had in their whole body. And Billy's muscle was a lot harder and stronger than the soft flabby muscle of the little dweebs. "Jesus, Billy, your legs are so big and strong," said Bobby. "I wonder what it would be like to be crushed by those monsters."

Bobby looked down at Billy's thighs and got a strange look in his eyes. Billy was standing with his legs apart and there were a few inches of space between Billy's legs. Suddenly without warning, Bobby bent down and rammed his head between Billy's thighs. Billy's skin was hot and sweaty and Bobby reveled in the feeling of his head and face being in such close contact with Billy's enormous hot muscles. Bobby could smell Billy's healthy sweat, the kind of sweat that only the muscles of a true jock can produce. Billy's quads, hamstrings and leg biceps made his thighs so thick that the huge muscles completely enveloped Bobby's little head. Billy wasn't flexing his muscles yet, so his muscles felt firm yet soft and warm as they pressed against Bobby's face. Bobby was in muscle heaven. After relishing this feeling of total muscle rapture for a few seconds, Bobby yelled out, "Crush me, Billy. Crush my little head like a grape!" Bobby wanted to personally feel the savage crushing power of Billy's legs.

Billy flexed his legs. His quads, hamstrings and leg biceps immediately turned into rock. All of a sudden, the muscles that had felt firmly soft and warm next to Bobby's face now felt like two steel girders pressing against his tender cheeks. Bobby was electrified. He never expected Billy's muscles to feel this hard. But now they were as hard as steel. Slowly, Billy's legs started moving closer together. Billy willed his leg muscles to close up and the big, strong, young muscles obeyed the orders of their commander. The fact that Bobby's head was in their way was of no concern to those strong, hard muscles. They would just crush anything that was in their way. Inch by inch, those steel girders forced themselves into Bobby's head. The muscle was so hard that it seemed to be just as hard as Bobby's skull. And the force that Billy's muscles were able to apply was enormous. Billy wasn't even straining as his huge thighs applied brutal, deadly force to the little nerd's head. His legs were like a powerful steel vise crushing a coconut. The coconut felt pretty hard, but that unstoppable vise would soon shatter it like an eggshell. "Tell me when you've had enough," said Billy. "These monsters could probably crack your skull if I let them keep crushing." Billy wasn't kidding and Bobby knew it. After a few more seconds of this intense crushing, Bobby's head and face were completely squashed by Billy's massive thigh muscles. His ears were ringing as the muscle pressed in like a hydraulic piston on the sides of his head. Finally Bobby yelled "OK, Billy, stop! My head feels like its ready to split in two!" Immediately Billy released little Bobby from his iron hold and Bobby fell to his knees. Bobby looked up at Billy's massive right thigh and wrapped his puny arms around the huge muscles. Billy flexed for the little dweeb. "Omygod! Omygod! Omygod! Omygod!" Bobby said, as he comprehended the enormous size and hardness of the brutally strong muscles that had almost crushed his head. "Jesus Christ, Billy," said Bobby. "I can't believe how strong you are. You're a fucking superman."

Billy looked down and smiled at the little nerd. Bobby was squeezing Billy's thigh as hard as his little arms would let him and rubbing his face into the striated muscle. Billy was kind of enjoying having his body worshipped like that by Bobby. Billy knew he was a total stud. As Bobby said, he was a fucking superman. And he loved it. Finally, after letting Bobby worship his quads for a little while longer, Billy lifted his leg and threw the little dweeb off like a rag doll. "Fuck, Bobby. Crushing your head like that was nothing. I only used a little bit of my strength on your little head. Let me show you little dweebs some real crushing." At that, Billy reached down and grabbed a large Gatorade barrel that had been filled with water. Billy and the other kids in the powerlifting contest had been drinking the water all during the contest and the barrel was now only a quarter full. The barrel was over a foot in diameter and made out of hard plastic. It was one of those insulated barrels, so the plastic was really thick and solid. Billy picked up the barrel and poured the water all over his face and body. The cooling water felt great on his hot muscles. His tan skin glistened as the beads of water ran down his chest and abs, through his shorts and down his rippling legs. Billy looked radiant. "This fucking barrel is going to get totally crushed. Just be glad this wasn't your head, Bobby," Billy said with an arrogant tone to his voice.

Then Billy lay down on the floor and jammed the barrel between his massive legs. He locked his ankles in an iron grip. Billy now had the barrel in a scissors hold and he was ready to crush it to death. "You want to see what it would be like to be really crushed by my big, strong legs, Bobby? You want to see what these monsters can do to anything that challenges their power? They love to crush things. They love to show off their savage strength by crushing whatever I want. Watch this." At that, Billy started squeezing his massive legs. His quads jumped to attention and bulged under his skin. Almost immediately, the hard plastic made kind of a crackling sound as Billy's legs tightened around the barrel like a python. Billy ordered his legs to tighten harder and harder and the big, strong muscles obeyed their young commander. They pulsated with power as more and more blood was pumped by Billy's big, strong heart into the throbbing muscle fibers of his legs. The muscles grew larger and larger as they got more and more pumped with blood. Billy's skin turned bright red and his veins looked like they were going to pop out of his skin. I could see the blood pulsating in those big veins. The fibers of his huge quads were rippling under his skin. They looked as hard as rock. They plastic barrel was creaking and crackling as Billy applied an absolutely incredible force with his throbbing, muscular legs.

Then Billy looked up and saw Mark and Brad staring at him with a look of complete awe. At the sight of Mark and Brad, Billy's body shot a surge of pure adrenaline into his bloodstream. All his muscles were bulging incredibly. They were ready to rumble. Veins were pulsating everywhere. Billy yelled up at Mark and Brad, "Hey assholes! This could be you!" Then with a savage burst of power, Billy willed his legs to crush the plastic barrel into oblivion. With a sound like firecrackers going off, the plastic splintered into a thousand pieces as Billy's massive, shredded legs tightened with devastating force. Instantly, the incredible, brutal force of Billy's quads reduced the barrel to a pile of plastic shards. The hard plastic barrel had totally surrendered to Billy's savage power. "That pathetic plastic wasn't shit compared to us," said Billy's quads to Billy. "We crushed that motherfucker like it was nothing. We love to crush things. Give us more things to crush and we'll pulverized them." Billy smiled and flexed those cocky quads for all the kids, who were screaming and yelling after what they had just seen. Mark and Brad looked like they were about to throw up.

Well, Billy looked absolutely terrific as the P.E. teacher placed the first place ribbon and gold medal around his muscular neck. Billy had just lifted 1,155 pounds in the three powerlifts, almost twice as much as Mark and Brad, the next strongest boys in the school. "You are a very special young man, Billy," said the teacher. "Thank you sir," said Billy. He smiled and flexed his arm. The teacher couldn't resist wrapping his fingers around Billy's bicep and feeling its incredible size and hardness. Billy was indeed something special.

After the powerlifting meet, Billy and I decided to play some basketball with two of our friends, Derrick and Paul. Derrick and Paul, at 5'7", were a little taller than I am and they weighed about ten pounds more than I did. But all of us were wimps compared to Billy. So our basketball games were really interesting. Luckily I was always on Billy's team. Even though Billy was incredibly big and muscular, he was also very quick and coordinated. If he wanted to, Billy could just power through Derrick and Paul and score baskets at will. Billy could jump so high that he could almost make a slam dunk -- not bad for a kid who is only 5'9" tall. Billy's legs had such explosive strength that he could jump amazingly high. Billy knew that he was totally superior athletically to Derrick and Paul, so in our games he made an extra effort not to overpower them. He really tried to dribble around and not through their defense. He tried not to bump into them because his little bumps would usually knock them down. Even with all his trying to be fair, Billy still dominated our games and our team always won. Derrick and Paul didn't mind. We all had a good time and marveled at Billy's athletic ability.

Derrick had a basketball hoop in his driveway so we went over to his house to play. I hadn't really noticed until we were walking over to his house, but Derrick had some bruises on his face. When he took off his shirt to play basketball, we all noticed that he had quite a few mean looking bruises on his body too. "Hey, what's up Derrick," I said. "What happened to you?" "Oh, its nothing," said Derrick as he looked down at the ground uncomfortably. "Come on, Derrick, we're your friends. Tell us what happened," said Paul. "Well, all right," said Derrick. "You know that my mom and dad split up about six months ago. Well, my mom's got a new boyfriend named Hank. He's been living with us for the last month. My mom works all day and doesn't get home until dinnertime. Hank doesn't have a job and he just sits around the house all day drinking beer. When I get home from school, he's usually drunk. That's when he beats me if I don't do all the chores he dreams up for me. He makes me clean up the mess he's made all day and if I don't do it immediately or if he doesn't like the way I've done it, he beats my ass. The guy's huge -- he's about 6'2" and weighs 275 -- so there's nothing I can do about it. So just forget it. You guys can't do anything either."

I could see that Billy was getting angry as he looked at all the bruises on his friend's little body. Just then a loud voice yelled out from Derrick's house, "Yo, Derrick, get your punk ass in here and do your chores." Derrick trembled. Then he said, "You guys start playing. I'll be right back." He walked into the house and we could all hear Hank yelling at him. It seemed that Hank was expecting Derrick home more than an hour ago to do his chores, but Derrick was late because he was watching Billy win the powerlifting contest. Derrick kept telling Hank that he was sorry, but it was obvious that Hank had been drinking and he didn't care. Then we heard it. Smack! We heard the sound of Hank's fist pounding into little Derrick's already black and blue chest. This was too much for Billy. He raced to the house and threw open the door. Paul and I were right behind him.

Hank was standing next to Derrick ready to punch him again. Hank looked like he was about 35 years old. He had dark brown eyes and black hair, cut really short. It looked like he hadn't shaved in a week. He didn't have a shirt on. In fact, all he had on was a pair of big boxer shorts. Hank's body was covered with black hair and he had the biggest beer belly I've ever seen. His gut bloated out like he was pregnant. His arms were big and fat and covered with hair. To me he looked like a big gorilla.

"Stop it! Get away from Derrick, you fat slob," ordered Billy. Hank glowered at Billy. "Fuck you, punk. You going to make me stop, kid?" said Hank. "Derrick's a little punk and you're little punks too. You little punks aren't shit! Now go mind your own business and fuck off." Hank pulled back his big, hairy arm, getting ready to deliver another blow to helpless Derrick, who was standing there trembling. Suddenly, Billy ran over to Hank and yanked his arm away from Derrick. Then in a flash, Billy spun the big thug around so that he was facing Billy. Billy wound up his muscular right arm and shot a punch into Hank's beer gut that was so hard that it penetrated right through the fatty remnants of thousands of beers and into Hank's intestines. Hank buckled over in shock and pain. He never expected one of Derrick's friends to pack a punch like that.

Hank stood up and said "Lucky punch, kid. Now I'm going to take you out." He put up his fists and looked at Billy. Only then did he realize who he was facing: a kid who was unbelievably big and muscular for a 12-year-old. Hank may have been five inches taller and 100 pounds heavier than Billy, but he could see that Billy was all muscle and ready to fight. But Hank wasn't concerned. He didn't think he'd have any trouble taking out a kid, no matter how muscular he looked. Hank lurched towards Billy and threw a punch at Billy's face. Billy easily ducked out of the way and landed a savage left hook right into Hank's nose. The big man stumbled back, still not fully comprehending what Billy was capable of. He was about to find out. Blood started pouring out of Hank's broken nose. Hank charged at Billy again, this time trying to land a punch to Billy's gut. This time Billy didn't move. He just let the big thug's fist hit his tensed abs. SMACK! Hank's big fist hit the brick wall of Billy's shredded ab muscles. The power of the punch knocked Billy back a few inches, but his agile legs were dancing and he never lost his balance for a moment. Meanwhile, Hank's hand and wrist hurt like hell from their encounter with Billy's steel-hard, corrugated abs. Hank just stood there in shock. "Is that all you've got, gorilla?" taunted Billy. "Let me show you what I've got. You're not going to like it."

At that, Billy began brutally punching Hank's gut, his chest and his face. Hank was too slow to move out of the way of Billy's powerful fists, and Billy was so quick that every time Hank tried to throw a punch of his own, Billy would just dart out of its way. So Billy just pummeled the huge thug at will. Billy's punches were incredibly hard. Because Billy's muscles were so strong, fit and hard from all his heavy weightlifting, his punches were probably more powerful than the punches that big, fat Hank was trying to throw. Billy liked the feeling of his fists driving deep inside the big thug's beer gut, softening up and pulverizing whatever bloated ab muscles Hank had. He liked the feeling of his powerful arms landing piledriver punches into the hairy chest of the bear-like man, inflicting bruises much bigger than the bruises Hank had given to Derrick. He liked the sound of his punches cracking the bones in Hank's bloody nose and face. Billy wanted to beat up this man real hard. He wanted Hank never to forget what was happening to him. Every time that one of Billy's devastating punches knocked Hank to the floor, Billy would pull him up to his feet and continue the savage punishment.

Finally, when Billy knocked Hank down again with a pulverizing punch deep into his fat gut, he didn't pull the fat slob back up. Instead, Billy jumped down to the floor and wrapped his legs around Hank's chest, just above his bloated beer gut. Hank's chest was so big that Billy could barely get his legs around it and his ankles to lock. But Billy did it. He locked his ankles in a deadly scissors hold and began squeezing Hank's chest with his muscular 25-inch legs. Billy's quads instantly flexed and bulged. They loved to crush and they were happy that they were going to be able to crush this big thug. "We want to break his ribs," Billy's quads said to Billy. "We want to him to be in so much pain that he'll never touch Derrick again." Billy smiled. He was going to give his quads their wish.

Billy started contracting his quads, quickly driving his muscular legs into the fatty flesh of Hank's chest. Within a moment, all the air was squeezed out of the thug's lungs. Billy squeezed harder. His quads were bulging with striated fibers of muscle bursting out and veins pulsating with blood under his thin skin. Hank looked down and saw Billy's buff, young body throbbing with power and his big, muscular legs wrapped around his chest. Hank was completely trapped by Billy's strong muscles and there was nothing he could do about it. Hank's face started getting red from the lack of oxygen and his neck muscles were bulging and straining. His hairy body was covered with sweat. "OK, asshole, now we'll see who gives the orders around here," said Billy. "I order you to leave Derrick alone. You are not to give him chores. You are not to tell him what to do. You are not to touch him in any way. Is that clear?" Hank didn't say anything. Billy ordered his eager quads to squeeze harder. The big, young soldiers bulged even bigger and harder, crushing Hank's chest with savage power. "My quads love to crush people to death and it looks like they're going to get their wish," said Billy. As his legs squeezed harder and harder around Hank's chest, the big thug started gurgling. Saliva was drooling from his mouth. "Did you hear your orders, asshole? Tell me you're going to follow my orders or I'll unleash the full fury of my savage quads on your pathetic body," said Billy. Hank kind of rolled his head around but didn't say yes.

Then Billy said to his quads, "OK men, lets go for it. Let's show this motherfucker what you can do." Billy willed his quads to apply bone crushing force to Hank's chest, and the muscular young soldiers that were his quads instantly obeyed their young commander's orders. They exploded in a burst of phenomenal power. CRACK! CRACK! In an instant, I heard two loud cracking sounds as Billy's powerful legs broke two of Hank's rib bones. Hank's eyes bulged out as he experienced the pain of his bones being crushed by Billy's legs. Hank blurted out "OK, OK. I'll obey your orders." Billy said, "Say, 'I'll obey your orders, Billy, Sir.'" Hank was silent. He was almost passed out from the enormous pressure Billy was applying to his chest. Billy flexed his quads even harder. CRACK! CRACK! Two more of Hank's ribs were quickly broken. Hank was totally thrashed. With the last breath he had, he said "I'll obey your orders, Billy, Sir."

At that, Billy released his scissors hold and jumped to his feet. He stood astride the vanquished thug and flexed his arms and quads. Hank looked up at the young warrior who had just conquered him and marveled at the muscle and power that Billy possessed. This young kid was going to be able to kick Hank's butt any time he wanted to. And Hank could tell that Billy had a lot of fun beating him up. Billy's quads seemed to enjoy breaking his ribs. Hank realized that he was now going to be taking orders from a 12-year-old musclekid, and he shuttered at the thought. Billy looked down arrogantly at Hank's pulverized body and said, "Just remember this, asshole. If you ever disobey my orders, I'm going to let my quads crush every rib in your body. They'd love to do that. I'll be asking Derrick every day whether you need another crushing. You better hope he doesn't tell me 'yes'. Come on Derrick. Let's go play some hoops."

Well, right after Hank got out of the hospital, he packed up and left town. He didn't want to take the risk of pissing off Billy. It turned out that Hank had been beating Derrick's mother too, so she was happy to see him go. Derrick and his mother bought Billy a month's supply of supplements as a token of their appreciation. They were thankful that Billy's muscles were big and strong enough to beat up Hank, and they wanted to help Billy get even bigger and stronger. Billy knew that he would.