The bear stood six inches high. Made from blue polyester fiber and stuffed with pellets made from the same, it was sewed and embroidered with a police shield. Normally, this kind of bear would be given to some small child to hold and play with, but fate had something more grandiose in store for it.

Jacob was your slightly average young male. He didn’t really stand out in anything in life thus far. At the age of 14, he was in the locker room after gym class. The jocks were coming in and he did his best to not be noticed. But, as usual, he always was.

“Well if it isn’t little Jacob. How’s the smallest kid in the world doing?” came from his tormentor, Dustin.

Dustin was 16 and built like a bull. He had excellent genes and he used them to his full advantage. His father was a jock when he was young and trained his son to act just like he did. So, Dustin did a lot of lifting when he was young which showed off now, and picked on kids that were smaller than him. Unfortunately for Jacob, he was always smaller than everyone. He never knew who his father was and his mother was overprotective, never letting him try out for any sports or do anything physical. Plus, Jacob had not went through puberty yet, so he was even more underdeveloped than the other kids around him.

“Hey Dustin,” Jacob muttered.

Dustin swaggered over to his locker next to Jacob and stripped naked. Dustin knew this, above all else, got under Jacob’s skin. Jacob never admitted it, but he always envied muscle and had what professionals would call sthenolagnia or sexual attraction to the display of muscles. Jacob would do his best not to look at Dustin, but Dustin knew that Jacob was into his hard body and he would make sure Jacob knew how good he was.

“Man, I sure did get a good pump from today. My calves and quads are burning from all that running. I did at least 6 laps today. How much did you do Jacob?”

“2,” Jacob muttered.

“2? Man, you’re so pathetic. I mean look at you, you’re so small and weak. Nothing like me. Look at these legs.” Dustin walked over to Jacob naked and started flexing his quads. “These legs are probably stronger than your whole body and let me run faster and longer than you can imagine.”

Jacob turned and tried to ignore Dustin but Dustin kept coming closer. “How ‘bout these guns. Look at these bad boys.” Dustin flexed right in Jacob’s face and Jacob stifled a moan. Dustin slowly relaxed and flexed repeatedly. “Betcha wish you had these guns, don’t you. But you can’t. You’re always going to be a little weakling. Isn’t that right fellas? What’s this?”

Jacob didn’t notice but his briefs were tenting up. “Jacob’s got a little hard on! Even his cock is tiny,” Dustin roared.

The locker room burst into laughter as Jacob’s secret was revealed. The bell rang and Jacob raced to get dressed and ran home, haunted by the laughter of his classmates and the massive peak of Dustin.

He got home and went straight to his room and cried into his pillow. His mother heard his sobbing and came in.

“What’s wrong honey?” she gently asked.

“Why can’t I be big mom? Why won’t you let me play sports? I want to be a jock.”

“Aww honey, I just don’t want anything to happen to you. I never told you how your father died, but it was because of the concussions he got while playing sports when he was young.”

“But mom, I hate not being big and I want to be more athletic. I hate how they treat me at school.”

She stood up and turned to leave the room. “I don’t know Jacob. I’ll think about it.”

She left the room quickly and Jacob returned to his crying. She thought of a way to help him out, but she really didn’t want him going out for sports. What she failed to tell Jacob was that his father was amazing at sports and his death came from an accident in a boxing fight.

“Maybe I’ll get him a toy. That’ll cheer him up.”

Jacob spent his Saturday in his room. He slept and stared at the walls and then decided to watch some TV. ESPN 2 had the World’s Strongest Man competition on and he watched a little of it, but turned it to cartoons soon after. His mom came home around dinner time and said, “Jacob dear, I bought you a present.”

Jacob didn’t move. He was still feeling horrible, confused, humiliated and ashamed at the incident from yesterday. Then he felt his mother place a small plushy on his shoulder. He turned his head to see a bear. It was a very cute bear, little black eyes and nose against a dark blue fur. It had a police department shield embroidered to its chest and “NYPD” under the shield. Its arms were held out as if it wanted to hug Jacob and its head cocked slightly as if it were expecting it.

Jacob smiled and nuzzled the bear’s nose with his. His mother smiled and went to the kitchen and began to prepare dinner. Jacob let the bear sit on his shoulder as he looked back toward the TV. But for some strange reason, the cartoons that he was so enthralled with just didn’t seem interesting anymore. He felt like watching the sports channel and turned it back to ESPN 2 where the strongman competition was still going. He watched it more intently this time, staring at the huge guys and the various competitions and feats of strength. Something inside him told him that he could be like that one day, but if he wanted to, he would have to change his life right now.

“Mom, I’m going to start lifting weights,” Jacob bluntly said.

“What was that?”

“I’m going to start lifting. Every day after school.”

“No, I can’t let you do that Jacob.”

“Mom, I will be lifting. I have to do this.”

His mother walked into the room and was about to argue with him, but she saw a determination in his face and finally realized that he was really serious. “Ok honey, but promise me you’ll be careful.”

“Don’t worry mom. I need to do this.”

She didn’t understand what he meant by that and neither did he, but from that day, Jacob’s life was different.

Jacob kept his new bear around quite often. Surprisingly, he received very few comments on the bear that rode around in his front pocket. The first few days of his new routine were strange. He hit the gym after school and was harassed by the jocks, including Dustin, but the second week, he snapped on them. Thursday afternoon, he was in the gym working up a good sweat when a jock strutted in on his way to practice. Pointing at Jacob and saying in a snide, cocky tone, “When did girls start doing the bench press? Oh wait, that’s a boy. Hey little boy, maybe you should stick to playing with your toys and leave the big boy weights to us men.” He then started to laugh and most of the weight room joined in with him. But Jacob had had enough. Almost in a rage, he jumped off the bench, ran up to the jock that was taunting him and shouted into his chest, “You wanna fuck with me? Huh, do ya BITCH?”

The whole weight room went silent. Everyone turned to see the small kid Jacob standing on his tip toes screaming at this jock’s chest. It was almost comical if anyone else had done it, but the little guy Jacob actually standing up and talking like he did was frightening. The jock turned white from shock and slowly backed up from Jacob. Jacob turned and looked around the gym and shouted, “Any other mother fuckers care to fuck with me for being here, speak the fuck up or shut the hell up.”

From that moment, Jacob had respect. From the combination of the effort he was putting in the weight room to the amazing turn around in confidence and the startling display of anger, people started to act differently towards him. While Dustin continued to torment Jacob with his muscles, everyone else in the gym class didn’t follow up Dustin on his taunts. People started to smile towards Jacob a bit more after hearing about the incident and his friends always patted him on the shoulder, amazed at what he did.

His first few weeks of lifting were tough. He was working hard solo, but because he had never done it before, he was over working himself. But, as fate would have it, one day, he was approached while he was lifting.

“Hey little man, I see you’re working hard,” said a sincere, burly voice.

Jacob sat up on the bench and turned to see one of the starting lineman for their football team standing near him. He was around 6’ tall and had to be close to 300 lbs. He was in the team’s practice gear and he looked amazing. His t-shirt was cut off right under his pecs and revealed his gut. It wasn’t ripped like a fashion model’s, but Jacob could tell that it was hard as granite. His shoulders looked like he was wearing the protective gear that they used in practice, but he knew he wasn’t wearing any. The shorts were tight on him and allowed Jacob to see his huge, meaty thighs. Jacob glanced at his arms sticking out of the sleeveless shirt and almost started to drool right there. They fit his body well, large and muscular just like the rest of him. They easily were bigger than his head and were almost twice the size of Dustin’s impressive arms. He had a tribal band on his left arm and both of them were snaked with veins that made them look incredibly strong.

“You’re never going to get anything done like that.”

Jacob snapped out of his daze and responded, “What do you mean?”

“You’ve never had anyone train with ya before, have you little dude?”

“Well, no.”

“Not even your father?”

“My father’s dead.” Jacob hung his head.

“I’m sorry to hear that little man.” He paused and thought for a moment. “I’ll tell ya what I’m gonna do. If you join the football team, I’ll make it my personal mission to train ya up right. What do ya say?”

Jacob knew his mother wouldn’t approve, but he didn’t care. He was going to play football. “Sure man, I’ll join. I don’t know what I’ll be able to do out there seeing I’m so small, but I’ll sure as hell try.”

“Thatta boy. Name’s Tony.”

“Jacob.” The two shook hands and the strength and size of Tony’s hand made Jacob feel so aroused, he had to let go quickly before he tented up his workout shorts.

“So Jacob, no time like the present to get you started. First, you’ve got to understand a few things. One, you can’t work the same body part every day. I saw you here all week just doing chest and bis. I know you want to have a huge upper body, but you’re doing yourself more harm than good. You work the same body part that often and it doesn’t recover. That means you’re not building any muscle and just tearing down what you got. Plus, how would it look if you had a huge chest and arms but puny legs. Look at me. I do a full body workout, pushing myself real hard in everything and I have an overall physique. I’m not just a curl jockey. You understand?”

Jacob looked up and down Tony a few times, drinking in the masculine beauty of his muscles and sighed, “Yeah.”

“Secondly, you have to eat and rest properly. This is as big a thing as how much weight you can lift. What did you have for lunch?”

“A burger and a soda.”

Tony clutched his heart with his hand and said, “Oh my god. Man, I’m glad I decided to help ya. I’m going to give you an eating plan. Eat only the things on this list and at the times I tell you to. You’re going to be eating six times a day. You’re a small guy so we need to put you on a heavy protein plan and get some meat on your bones.”

Jacob listened intently to every word Tony said and took everything to heart. He went home with a ton of information from Tony including a shopping list and approached his mother. She was shocked that he would agree to playing football without her approval, but she saw the determination in his eyes and reluctantly agreed.

Jacob didn’t do much playing on the football team his first year. He mostly ran and hit the pads but he was placed on the 4 th string. He didn’t mind though. He enjoyed himself and Tony was backing him in the weight room. He kept his bear around, constantly being soothed by its peaceful gaze. Gym class was rough though as Dustin kept getting bigger and better looking and made sure to let Jacob know every day how sexy his body was and how good his muscles looked. Jacob was happy with his gains, but wanted more. He wanted to be bigger than Dustin. He told his bear this every night, his dreams of being huge like the power lifters on TV and just amazingly strong and powerful. School ended on a sour note for him as Dustin revealed on the last day of gym class that he had become a 225 lb muscle stud with 17 inch biceps. Flexing them in front of Jacob only made the day worse as he was even more aroused by the young jock and the comparison of his muscles to Jacob’s freshly developing physique.

Over the summer, Jacob lifted and worked every day with Tony. Gains were coming in at a slow but steady pace. Then puberty hit. And it hit like a Mack truck. Usually, puberty is a gradual progression from boyhood to manhood, but for Jacob, it was as if he changed over night every night. One night he went to sleep, the next morning he had chest hair. Then face hair. Then pit and pubic hair. Every change was very noticeable. Some people commented constantly about his growing, but Jacob didn’t care as much about those changes. It was the changes most people didn’t get to see that he was most interested in. Every morning he would wake up, look down and see his sheets pointing upward. Then he would head to the bathroom and weigh himself before jacking off, spraying copious amounts of teen cum across his bathroom. Each day, he felt himself getting taller, saw himself gaining weight, and felt his cock growing. It was amazing seeing himself change.

“Looks like all that work is paying off and it looks like my little buddy is finally growing up,” Tony said after Jacob finished his set.

Jacob wiped the sweat off his brow and turned to his mentor. “You think so Tony?”

“Damn right I do. I mean, you’re almost as tall as me now when you used to not be able to see over my chest. And you’re what, 180 now?”

“192 actually,” Jacob said, puffing his chest slightly in pride.

“Fucking amazing man, you keep this up and you’re going to be way bigger than me when you graduate. And what is this, 2 months before school starts. Man, you’re going to be fucking huge if you keep growing.”

Jacob thought about being huge for a moment. He saw himself towering over everyone, his classmates, the football team, Dustin and even Tony. He saw himself wide as a door, shoulders thick and meaty. He saw his neck bigger than most people’s arms and he saw his guns huge pythons of massive power. He could see his legs as tree trunks and his thick cock dangling huge beneath them, down to his knees and even lower. He saw his chest sitting like massive rocks and he saw himself with a super hard fur covered belly that was perfectly rounded.

“Hey man, what are you thinking about?” Tony’s words snapped him out of his daze.

“Oh, nothing big man,” Jacob replied.


“Whatcha mean?”

“I mean, you wouldn’t be sporting that weapon if you were thinking of ‘nothin’”

Jacob looked in the mirror and saw his cock straining against his gym shorts. Panicking, he raced to the locker room and entered a stall. Locking the door behind him, he sat down on the toilet seat and put his head in his hands.

A few moments later, Jacob heard the unmistakable thuds of Tony walking in. “Hey little buddy, you wanna talk about it?”

“Not really. I’ll be ok in a sec,” Jacob replied, his voice cracking slightly.

“Come out here, there’s no one in the gym. I think you need to talk.”

“I said I’ll be alright! Go away!” Jacob shouted.

The door to the stall began to creak and strain before it was ripped off the hinges. Tony stepped back with it in his hands and set it to the side. Then he looked at Jacob and went to the bench next to the lockers. He sat down, turned slightly to Jacob then beckoned him with his left hand. Jacob meekly rose from his seat and went to sit next to his mentor, all while covering his very noticeable boner.

Tony and Jacob sat there in silence before it was broken by a question. “Feeling Better?” Tony asked.

Jacob nodded his head slightly. Tony continued, “I’ve heard the rumors. Guys in the locker room talk a bit. Most are just lies, but some are true. There’s one that I heard bout you. Don’t get upset or anything, but you like muscle, right? Not just like-like, I mean, pop-a-woody-when-I-see-huge-guns like, right?”

Jacob wanted to fiercely deny it, but he saw that Tony already knew the answer before he asked the question. Again, he nodded weakly. Tony slid closer to Jacob and put his arm around him in a half hug. “Don’t sweat it little bro. So you’re gay for muscle. Big fuckin’ deal. Just gives you more reason to work out. Look at it this way. Keep the lifting up and one day you’ll pop a boner when you see yourself in the mirror. Just don’t take no grief from any bastards that try to put you down because of how you feel.”

Jacob looked up at Tony and smiled. The conversation went a lot better than he could’ve hoped for. Tony stood up, “Ok, so while you take care of the big guy,” he said while pointing at Jacob’s cock, “I’mma gonna let Coach know that we need a door replaced.” Jacob turned and looked at the blue door leaning against the sink, hinges broken and sides bent from Tony’s amazing strength and Jacob laughed again.

Summer came and went far too quick and before they knew it, school had snuck back around. Shopping for clothing was an exciting experience. He fit into nothing that he wore to school the year before. Even his largest shirts back then ripped as he tried to put them on. On the way to the mall, his mother decided to have a small chat with him. “You know honey, you’re getting a lot bigger than your father was,” she commented.

“Really? I don’t really know much about his life,” Jacob responded.

“I know honey and that’s completely my fault. You see, he was a lightweight boxer. You looked a lot like him before you started growing. That’s why I was afraid to tell you about him. He had an accident in a fight and died and I didn’t want you getting into sports because I was scared. But looking at you know, seeing you’re a lot bigger and stronger than he was, I know that you were meant to be a sports kid and not cooped up in the house all day.”

Jacob looked at his mother and smiled. “I’m glad you told me this mom. It’s weird. One day I just felt my life change and I think it’s for the better that I’m more active rather than sitting round the house all day doing nothing.”

“I think so too. I know that you love doing what you’re doing and I’m sorry I’ve kept you away from it for so long. Scared people do unusual things,” his mother said with tears in her eyes.

Jacob placed his hand gently on her shoulder, “I understand mom, it’s ok.”

They got to the mall and Jacob slung his beefy arm around his shorter mother as they walked, smiling all the way in the warm July sun. He opted to buy a lot of tank tops, sleeveless shirts, cargo shorts, anything that would show off his hard worked body. He enjoyed walking around the mall, towering over his mother and getting stares from people. Even though he was only around 6’1 and 220 lbs, he was happy. He wanted more, but what he had now made him proud.

The first day of school came and Jacob sought out Dustin. He knew that he had to be bigger than Dustin even if Dustin was 225 before the summer. He felt even more confident as he walked the halls getting looks from everyone, guys and gals alike. He went through his day with a swagger and joyous attitude. He had gym class again at the end of his day and desperately hoped he would see Dustin. But, as he found out from Dustin’s old friends, Dustin had moved away during the summer. Jacob was actually disappointed to hear that, much to the chagrin of Dustin’s friends. In his mind, Jacob wanted to prove to Dustin who was the better of the two, but now he wouldn’t have that chance. But he soon got his mind off that subject when he overheard a few of the guys talking.

“Dude, have you seen how huge Jacob got over the summer?”

“Fuck yeah man, he blew up. I didn’t know a guy could grow so fast.”

“I know what you mean, I heard he was taking ‘roids since before school ended last year.”

Jacob laughed out loud and the guys in the locker room turned toward him. “If I were taking ‘roids, would I have a slice of meat like this?”

And with that, he pulled down his boxers and let his cock slide out. Over the summer, it had grown around 4 inches longer and a few inches thicker, and it filled him with pride seeing how huge it looked soft and against his growing legs. The guys that were there looked at it with their jaws hanging open, amazed at how much Jacob really had grown. “If you guys don’t close those mouths, I might have to stick something in ‘em,” Jacob chuckled as he gripped his cock. The guys closed their mouths so fast Jacob could’ve sworn he heard the wind whooshing. Chuckling some more, he put on his jock and shorts and prepared for gym class.

School from that day forward was an amazing time for him. That year, he became known mostly for his locker room incident but for a few other things too. Girls would come up to him and see if they could feel him or ask him to make a muscle. He didn’t mind much at all performing for the ladies but he would always be coy and shy about it. It’s not that he didn’t like doing it, he just didn’t want to lead them on romantically. Thankfully, no one pressed the issue.

That year, he also truly became his mentor’s protégé. He became a starting lineman right next to Tony and together they did amazing things on the field and to opposing teams. They continued to lift every day, increasing the workout that Jacob was doing along with the cardio and protein. Jacob spent more and more time with Tony, wishing to be more like the big man. Tony also didn’t shy away from Jacob, even knowing his sexual orientation and fetish. Of course, Tony was straight, but didn’t mind showing off for Jacob every now and again, constantly reminding him what hard work would do for his own body. Unfortunately for Jacob, it was Tony’s senior year, so their time together would be cut short. But they were determined to make the best of their time. Tony packed on about 15 more pounds of muscle in preparation of his college entry and Jacob was steadily growing.

“Have you seen Jacob lately?” Jacob and Tony perked up a bit, hearing a cheerleader say Jacob’s name.

“Yeah, he’s huge. Is it true he used to be a scrawny little kid?” a hot blonde cheerleader responded.

“Yeah, he used to be this short guy then all the sudden he hooked up with Tony and he got really big over the summer.” Tony stifled a chucked as they continued to listen.

“Yeah, you saw those arms of his? I saw him help Mr. Black move a desk and he just picked it up and moved it when Mr. Black couldn’t even push it. I swear his arms look like they were about to burst with muscle.”

“And I saw him without his shirt on after practice one day. His back is huge. The quarterback Jeremy was in front of him and I couldn’t see him when Jacob turned. It’s like a road map back there.”

“His legs are the same way. They’re amazingly huge and lean. He was playing basketball in gym class and he could slam dunk easily. I mean, how strong does his legs have to be for him to jump that high. He’s got to be over 200 pounds easy.”

“And did you hear about Jacob’s…um…gear? Sally told me that she heard from her brother that it hangs almost to his knees.” Jacob blushed as Tony burst into laughter. The cheerleaders turned to see Jacob and Tony sitting at the end of the table about 6 feet away and started giggling.

“So man, does it hang to your knees?” Tony asked then resumed laughing.

“Fuck you,” Jacob chuckled while punching Tony in the shoulder.

“Hey man, I’m just curious. Sounds like you been working out a body part that wasn’t in our plan. I just wanna know how effective it is,” Tony snickered.

Jacob looked around and saw a few of his fellow teammates had suddenly perked up and were listening intently, as if he was about to unveil the holy grail of manhood. Standing up from his seat, he turned slowly and thoughtfully to each of the guys. Taking a deep breath, he slowly began to speak, “You know what……fuck all you guys.” He flipped them all off and everyone in the lunch hall began to laugh, including him. “Life is great now,” he thought to himself.

His teammates gave him a nickname after the first few games he played as a starting lineman. He became known as “Grizzly” in part to the plush bear he had with him all the time, partly because of how hairy he was, even after shaving, but mostly because of how fierce he was when he mauled the opposition on the field. Something felt right about that nickname to Jacob and he had a few things made with the nickname on it, including his football jersey.

By the end of Tony’s senior year, “Grizzly” had grown to become more of a true bear. He started to shave less and less, finding it an annoyance to repeat it every day because his hair grew back so fast. He kept it trimmed but bushy and exceptionally masculine, growing it out to a full beard and moustache that covered his entire lower face. He kept his head clean shaven which made him look even more primal and threatening on the field. He also grew another half a foot and almost 100 lbs. At the age of 15, Jacob had several people thinking he was at least 25. It was a good thing that he didn’t drink or smoke due to the fact that he never got carded when he and Tony hung out at some bars on the weekend every once in a while. He finally became taller than Tony and outweighed him by a good 15 lbs. Both of the guys had huge muscles exploding everywhere from constant diligence, and while they also had a gut, they would constantly punch each other in it with blows so fierce they would almost kill a normal man. Thanks to a year of that kind of work out, their guts were like someone made them swallow a stone.

Tony’s graduation was an emotional time for the duo. Grizzly had come to think of Tony as a big brother and it saddened him to see him go. Tony thought the same way about Grizzly, but college was important to him and his family. They promised to keep in touch and Tony made Grizzly promise that he would never stop lifting. They vowed to have a lift off every summer and Grizzly swore that he would push himself harder than he did when Tony was there.

Grizzly was true to his word and his promise to Tony. He became more and more of a threat as his junior and senior years came and went. He was constantly lifting and working to get bigger and stronger. The coaches were impressed with his determination and his classmates and teammates were amazed at his physique. He didn’t take any breaks from lifting like most of his teammates did during the summer. He rarely went to parties on Friday night because he had to work out Saturday morning. His dreams came before all else and his dream was to be the biggest bear possible.

He was fortunate to live in an area that was warm all year round because he always opted to wear as few clothing as possible. Most of the time it was comfortable enough to wear shorts and sleeveless shirts but sometimes it caused a few problems.

“Hey Grizzly, would you mind flexing that arm for me?”

“We’re in class Sally, I wouldn’t want you to get too excited”

“Aww, c’mon, please? I’ve sat behind you for almost the whole semester and I just love watching your huge body almost rip out of that shirt.”

Grizzly mockingly sighed and raised his hand to scratch his head. He flexed his arm and heard a few gasps and a moan and laughed to himself.

“It’s so huge. It’s like a volleyball is in his arm.”

“I want to touch it. He’s so manly.”

“Mr. Gregors. I know it’s hard to resist, but would you place your arm down so the class behind you can pay attention to me again.”

Grizzly blushed and put his arm down. Most of the class went “Aww” which made him blush even more. The teacher resumed the lesson and the girls started whispering again, “That arm has to be at least 18 inches around. Is the rest of you that big Grizzly?”

He wanted to be good, but he just had to respond. “It’s actually almost 20 inches, and yes, the rest of me is just as big.”

The girls behind him broke into hysterical giggling and Grizzly just put his head down, refocusing on his work.

Situations like that happened constantly for Grizzly. Flex this, help me lift that, give me a hand with this, oh my god fuck me, he heard it all. Each comment only reinforced his desire to become the biggest guy possible. But nothing inspired him more than seeing the results of his workouts. He looked through some of his old pictures and saw how small he looked so long ago and how big he was now. This in turn inspired him even more. So much so, that when he graduated, 4 years after his fateful meeting with Tony, he lumbered across the stage at a massive 6’5’’ tall, 330 lbs musclebear monster. Draped in his custom made letterman jacket embroidered with numerous awards for football, he stood as the centerpiece of his graduating class as the photographer took the final picture of his high school career.

After graduating high school, Grizzly went off to college on a full sports and academic scholarship. “Well, if it isn’t my little brother, all grown up.” Grizzly heard a familiar voice yell from behind as he walked onto the football field. He turned to see Tony jogging toward him and he dropped his bag right there.

The two engaged in a massive hug and started to jab each other.

“Damn man, you’re even bigger than I remember,” Grizzly said. “What are you? 320, 330?”

“Yeah man, I’m up to 330 now. Coach here don’t care how much weight you put on as long as you can still run and hit. And I can hit like a motherfucker.”

“Prove it. Let’s see what you can do against this baby.” Grizzly patted his stomach and exhaled. Tony leaned back and came forward with a punch. Grizzly scrunched his nose and said, “C’mon man, I know you got more than that. I’ve been keeping up with the stomach, don’t hold back.”

“Heh, I didn’t think you’d be able to tell. Ok man, here comes a full power punch.” Tony tightened his fist to the point where his knuckles cracked and came forward with all his might. Grizzly was forced back a step by the power of Tony’s punch, but laughed and said, “Man, you have gotten stronger since being out here.”

“I can say the same about you big man. I knock regular guys out with a punch half as hard as that. Good to see you’ve kept your promise.”

“Tony Andrew Martins, you stop picking on that guy!”

Grizzly and Tony turned to see this red headed woman run toward them screaming. “Tony, how many times I got to tell you not to pick on other guys.”

Grizzly laughed as Tony looked down at the small girl poking him in the side. “I’m not picking on anyone. This is my little bro Grizzly. You know, the one I visit during the summer?”

“Pleased to meet ya,” Grizzly said as he extended his hand.

“Oh, I’ve heard so much about you. Tony said you were big but I didn’t think you’d be this big. You have to be 6’6’’. And he looks a bit more muscled than you Tony.”

“Yeah, the big lug looks like he’s been really hitting the gym hard over the years. Still got your workout book?”

“Yeah man, I learned from the best and I still keep track of all that shit.” Grizzly turned and leaned to go through his bag. Shifting aside the shorts and tanks and jocks to get to the bottom, he pulled out a thick 3 ring binder. Tossing it up to Tony, he zipped up his bag. Tony inspected the book, holding it down so the girl next to him could see.

“See, he started out about 4 years ago not even bigger than you.” Tony flipped through the tabs to different sections of the tablet. “We kept this journal so we could see where we come from month to month. Mine’s in the coach’s office. Anyway, right about here, he started blowing up. I mean in about 3 months time, he packed on a ton of weight and grew up.”

Flipping some more through the book, Tony stopped at the section labeled for the previous two years. “And he kept growing. Hey man, I see you broke 800 squat. Nice job. So lets see, end of school, 21 inch guns, nice, 60 inch chest, 37 inch waist, 26 quads. Not too shabby. Lifts: 450 bench, 820 squat, 100 dumbbell curls, 360 incline, kinda low, what’s with this 1700 leg press? You should be doing a ton more than that.”

“They ran out of weights for it,” Grizzly laughed.

“Fucking awesome man. You’re beating me out on a few of your lifts. I’m not at all surprised though. You look amazing. Big thick and meaty. Girls would be all over you, but I know, I know. Oh, by the way, let me introduce you to Virginia. She’s been my gal for a while now. Keeps me in line, ya know.”

Grizzly smiled as Virginia nodded at him. “So man, came to meet the coach?”

“Sure did. You know me, I have to get access to the gym asap.”

“Fuck yeah, this place has an amazing gym, you’ll love it here.”

“I’d hate to interrupt this male bonding session, but I just have to ask, what’s with that little bear in your pocket,” Virginia interjected.

Glancing down at his pocket, Grizzly’s gaze came to rest on his companion. He took it out of his pocket and presented to Virginia. “This is my inspiration in a sense. My mom gave it to me when I was young and I’m aspiring to become it.”

“So you want to become a little blue plush?”

Grizzly laughed, “No, I want to become a bear: strong, majestic, furry, protective, and most of all, cuddly.

Virginia giggled a little then handed the bear back to Grizzly. He gently rubbed it against his cheek and said, “He’s very special to me. My mom bought it when I was really down in my life. He got me through a tough time when I didn’t know what I was going to do.” He placed it back in his cargo shorts, positioning it to where his arms were resting comfortably on the top of the front pocket.

“Well honey, I’m going to head on to my practice. You and your brother take care.”

“We will.” Tony leaned over and gave his girl a long kiss. She waved to Grizzly then went off towards the athletics center. Tony turned to Grizzly and said, “Well bro, let’s go get you acquainted with the coach. He needs to get you an access card for the gym and some other stuff handled. Oh, and you have GOT to get the linemen meal plan. You can eat as much as you want and it’s covered.”

“You’ve got to be shittin’ me. As much as I fucking want? Oh hell yeah, this is going to be a great four years.”

The brothers headed to the coach’s office where he was immediately floored by the mass of Grizzly. The coach knew instantly that these two were going to be the lynchpin of the entire defense and possibly would lead the team to the championship. Tony, seeing an opportunity, asked the coach to set it up to where he and Grizzly were roommates. The coach one upped him though and set it up to where they had senior dorm rooms to accommodate their phenomenal sizes.

Grizzly felt a comfort he had missed for two years once he got settled into his new dorm room. He saw his closest friend and brother kick off his sneakers and pants and settle down in the king size bed on the left side of the room. Grizzly placed his gym bag on top of the desk then stripped down to his boxers and shirt. He laid on the other bed and Tony began to speak, “So bro, I hear you led the team to the championship for two years straight.”

Grizzly placed his hands behind the pillow his head rested on and responded, “Yeah, coach was kinda disappointed that no one was as big as me to take my place.”

“Kinda hard to find that though. I mean, I was huge and then you came along and easily outpaced me. What are the odds that someone else is going to come and be as big or bigger than us?”

“Yup, that’s what I was thinking when coach was complaining bout the runts that were playing now, even though they’re bigger than average. Well, he had a good 4 years championship and the team is still good, they’ll be ok.”

“Hey Griz, you saw coach’s mouth drop when you came in?”

“Fuck yeah man, that was funny. You think after seeing you for two years he wouldn’t have been so surprised.”

“Well, you are a big man, can’t deny that.”

“You’re no shrimp yourself.”

Tony chuckled. He looked over to Grizzly sprawled out on his bed and he tossed a pillow that hit him square in the jaw.

“What the fuck? Don’t make me come over there!” Grizzly growled back.

“Oh yeah little bro, whatcha gonna do?” Tony said as he tossed another pillow.

“You got one more time and I’ll show you what.”

“Really now,” Tony wound up and tossed a third pillow.

“That’s it!” Grizzly hopped up and jumped onto Tony’s bed, making sure not to land too hard. He quickly pinned Tony’s shoulders to the bed and said, “Told you not to make me come over here.”

Tony laughed and said, “So what now big man? Hope you don’t think I’m just going to lie here and take it, do ya?” Tony shifted his right shoulder deeper into the mattress causing Grizzly to get slightly off balance. He then used a little momentum to roll the big man off him and then quickly plopped his full weight on Grizzly’s chest. Grizzly grunted slightly before repositioning his hands near Tony’s chest and stomach. He inhaled a bit then started to press Tony off him. At full extension, Grizzly tossed Tony off to the side and quickly rolled on top of him.

“Let’s see how you like it!” Grizzly laughed as he spread himself over Tony’s chest. Tony chuckled and moved his hands to Grizzly’s chest and stomach. He started to lift but Grizzly wasn’t moving. “Ah hah!” Grizzly crowed before Tony readjusted his handhold to a bit closer to Grizzly’s cock. Grizzly felt himself being pushed upward and Tony’s massive hand so near his meat and got exceptionally aroused. Tony locked his arms and held the exceptionally large Grizzly in mid air for a sec before dropping him to the bed. Tony chuckled and prepared for Grizzly’s next onslaught, but it never came.

“What’s wrong little bro?” Tony asked as he tapped the thick trap facing him.

“It’s nothing man.”

“You know good and fucking well you can’t lie to me, now what’s up?”

Grizzly got off the bed and turned to face Tony. Tony’s left eyebrow went up as he saw Grizzly’s 15 inch cock tenting his gym shorts. “This is what’s up. Damn it, why does this always happen.”

“Calm down man, it’s ok.”

“Fucking hell! No it isn’t. I thought I was over boning up over you. But here I am, rooming with my best friend and brother and I’m getting hard just from play-fighting with him.”

“Dude, you know I’ve known for years how you’ve felt. I know you bone up over muscle and let’s face it, I’ve got a ton of it.”

“But man, it probably would freak you out, me jacking my meat while thinking bout you flexing.”

Tony sighed. “Look at me Jacob.” Grizzly’s gaze came up to look Tony in the eyes. “How long have we known each other?”

“Going on 5 years now.”

“And have I ever said anything about your feelings about muscle, besides go for it?”


“So why do you think I’d have a problem with you jerking it while thinking ‘bout these guns workin’?”

“I don’t know man, it’s just, ya know, I didn’t want to offend you or nothing.”

Tony got up and slapped Grizzly on the cheek. “Dude, stop thinking like that. Here!”

He stepped back and stripped off his tank and his boxers. Sitting back on his bed, he took his cock in one hand and started flexing his arm. “This is about what you’d jack to, right?”

Grizzly was speechless. He couldn’t believe his bro was sitting across the room from him, flexing and jerking just to make him feel better. He knew Tony was as straight as they came, but there he was, engaging in Grizzly’s biggest fantasy just to make him feel better.

“Well, you better get to work, I can’t do this all day.”

Grizzly slid his shorts down, reached in his boxers and started to stroke his rod.

“You know, you have a lot more muscle than me little bro, you should flex it and see how it feels to worship your own bod a bit.”

“I never even thought about that. You really think so man?”

“Fuckin’ a man. Let me show you what you obviously haven’t seen.” Tony got up and led Grizzly to the closet door. Opening it, he revealed a full body mirror. “Take off your shit.” Grizzly took off his shirt and slipped out of his boxers, letting his cock bounce a few times before he turned back to Tony. “Now stand here,” he pointed. Grizzly stood about 5 feet away from the mirror and Tony stood in front of him, avoiding being impaled on his hard meat. “Now what do you see?”

“I see me and my bro.”

“What else?”

“I…I don’t know what you mean.”

“Well, I’ll tell you. I see a 6’1’’ 320 lb guy standing here. And he looks small compared to his backdrop. You realize that you’re easily 6’6’’ and you have to be 350 plus.”

“I don’t know, I haven’t measured in a while.”

“Flex your arm behind mine.”

Grizzly leaned down and pumped his arm a few times to get the blood flowing then flexed hard. Tony did the same and placed his arm in front of Grizzly’s.

“Your book said you had 21 inch guns, but I knew that wasn’t right. You’ve been shortchanging yourself bro. You always have. I know for a fact that my gun is 22 and a quarter big. You see what I see?”

“Mine’s bigger.”

“How much bigger? Is it a little bigger?”


“No the fuck it isn’t. It’s a lot bigger. You got a good 2-3 inches on me. That’s the shit I’m talking ‘bout. Just because I was there when you were small doesn’t mean that I’m always going to be bigger than you. Look at you man, you’re a fuckin’ beast.” Tony stepped to the side. “Look at you. Those guns have to be near 25 inches. Think about that. A lot of pro bodybuilders want 25 inch guns and you have them. Look at that vein on that bicep. Fuckin’ amazing man. Take a look at yourself. Take a real good look.”

Grizzly stood in front of the mirror with his arm flexed and it was as if his eyes were just opened. He recognized the figure looking back at him as the same figure he imagined when he was lifting in high school. His jaw dropped as he ran his free and across his hairy chest. He punched himself and saw that it barely moved from the impact. He ran his hand through his stomach fur, feeling the hardness of his belly. He licked his flexed bicep and started to wrestle with his now throbbing cock.

“Ahh, I see you finally realized what you really are.”

“Fuck man, I didn’t know.”

“I know you didn’t. You would push so hard in the gym but you were never satisfied. I realized before I graduated that you were beating yourself down, but I knew that if I told you, you wouldn’t have believed me. Now that you’re bigger than almost everyone, I knew it was time to let you stop beating down yourself.”

Grizzly nodded then returned his gaze to his reflection. He was a bear now. The fur was just thick enough, the beard fuzzy enough, the muscle big enough and the cock huge enough. He tugged on his cock a bit harder, flexing his forearms and biceps even more. He grunted and moaned then shot his load over the mirror.

Tony clapped and returned to his bed. Grizzly went to the restroom to grab a towel while Tony took care of his boner. He cleaned up the mirror then tossed the rag to Tony who was just finishing up himself. Grizzly sat on the bed across from Tony and said, “Thanks man. I know you’re not gay, but what you did today really helped me.”

“I know man, sometimes, you just need a bro to tell you stuff you don’t know. Plus a mutual jo never hurt anyone.”

Grizzly and Tony laughed a bit before Tony leaned over and cut off the light. “At least we don’t need any AC since we’re both sleeping naked.” Tony commented.

“True,” Grizzly yawned. “Thanks again bro for not being weirded out.”

“What are brothers for?”

That night with Tony changed almost everything about Grizzly. He became more confident in his body and his strength, finally realizing that he was a bear like he had always dreamed of becoming. But that didn’t mean he could rest. In fact, hanging out with Tony only stoked the fire and made him want to eat and lift more. The duo hung out together quite often, making use of the advanced fitness center and the extravagant meal plan. They pushed each other in all areas of life and both gained more muscle and size than if they were working alone.

While Tony didn’t gain as much weight as Grizzly did during their lifts, Tony did become more and more ripped as they worked. Grizzly seemed to grow another inch and gained close to 50 pounds, bringing his massive size up to just under 400 pounds. The two brothers had an amazing college life. Tony was planning on becoming a doctor, so he and Grizzly planned on staying roommates for Grizzly’s full college career. They had no inhibitions around each other, nor did they mind the other bringing home a ‘friend’. Both of the guys found it amusing though when one would bring home a playmate and ask the other to join in the fun.

They also got jobs together bouncing at the most popular night club in the town. The owner was more than glad to hire the two biggest linemen on the football team to work his club, and because he did, there was less incidences than he could remember. The bouncing was fun for them because they could look very intimidating, yet gentle when they cared to do so. They got hit on more times then they could imagine and both took people back to the room quite often.

The bouncing job made Grizzly feel really good. He enjoyed the thought of protecting all the people that were smaller than him. It felt so good that he decided he was going to do it full time. He told Tony his decision and he suggested that he go into law enforcement as well as bouncing. The idea was so good that he immediately changed his major to work toward that goal.

Football, bouncing, studying, lifting and eating: That was Grizzly’s life for the longest. He enjoyed every minute of it too. He took great pride in how well he protected the patrons of the club and how well he did in school, even with his advanced classes. He was proud of how much Tony and he were lifting and he was extremely happy with his constant growth. Nothing much changed in their lives. They led the college team to four straight national championships, the club they bounced at was the safest hang out outside the military base, and they both had high marks when they graduated.

Tony became a doctor like he planned and Grizzly entered the police academy, despite numerous offers to play professional football. The two still lifted with each other even though their jobs kept them separate, and Tony constantly showered Grizzly with praise over his amazing accomplishments.

Grizzly’s police training went very quickly. His instructors were anxious to get him on a street patrol, fully intending to use his impressive size and demeanor to help inspire confidence in the police. Grizzly agreed, knowing he wanted to do this. Protecting people, inspiring faith and befriending others is why he got into the field. He passed all his tests with flying colors, and after a week of waiting for his custom uniforms to get in, he finally became a cop.

Four years later, Officer Grizzly, or Papa Bear as his youth group called him, was still as big and muscled as he was in college. He had awards spanning a wall in his house from community service to bravery in the line of duty and other things that brought him pride. He had a youth group that he started to give kids a place to go to after school. It was known city-wide and was so good that it started to sprout offshoots in other districts. He smiled whenever he thought about those awards and the cute pictures of him that his kids drew depicting him as a furry tower of a man canopying over all them.

So lost was he in his thoughts, he almost missed the guy going 63 in the 50 mph zone he was watching. Exhaling a deep breath, he turned on his sirens and exited the parking lot he was in to pursue the speeder. A few moments later, Grizzly had the assailant pulled over. He put on his Smokey the Bear hat, the wide brimmed hat he got when he became a sergeant that really accented his “Big Police Bear” look, and his chrome sunglasses and stepped out of the car slowly. He loved doing this because the speed and methodicalness he exited his car gave people time to see he was serious. It usually diffused any pleading or complaining about being pulled over. He walked up to the car and leaned down and looked inside to see a fairly average guy sitting there looking as nervous as a trapped animal.

“License and registration please,” he grunted.

The guy started at Grizzly a few moments before he started fumbled a little to get inside his glove box. Grizzly looked at him feeling as if he knew the guy from somewhere, but couldn’t place it. Then his glance wandered downward to see that the guy had a major hardon that was fighting his jeans. He smiled to himself and thought, “Another bear lover. Wonder if I should take home another lost little cub?”

The man in the car handed him his information and Grizzly looked over it. Then his eyes widened as he read the name, “Dustin Withers.” Grizzly was shocked. Dustin from his high school days, his tormentor, his secret childhood fantasy, his nemesis, was in the car before him. And obviously, he didn’t recognize the giant bear that stood before him as “Little Jacob”. A sly smile crossed his face as he devised a plan to pay back all the hardship he went through as a kid.

“Would you step out of the car sir?” Grizzly said in his gruffest baritone. The guy stumbled and whimpered a bit before getting out of the car, hand strategically placed to hide his raging erection. “Hands up please.” Dustin hung his head then raised his hands, revealing the tenting meat. Grizzly smirked then turned Dustin around and placed him spread eagle against the car. He took his nightstick out and laid it on the roof. Then discreetly adjusting himself, he leaned against Dustin and began to “search” him. He made sure that he rubbed his thick cock along Dustin’s body as his giant paws patted him down. He even reached around once and gave Dustin’s cock a squeeze, eliciting a moan from him. Grizzly smiled and stood up to his full height, towering over a foot above Dustin. Turning him around, he looked down and saw the wet spot in front of Dustin’s pants. He smiled and rubbed Dustin’s head before pulling a card out of his front pocket.

“I see you like me boy. Wanna spend some time getting to know this?” he growled as he flexed his right arm, causing the sleeve to roll up his arm. Dustin weakly nodded.

“Then you need to be here at exactly 9 pm.” He handed the card to Dustin who looked like he was trying to burn Grizzly’s mass into his memory. “And make sure you don’t speed anymore. Next time, I won’t be so forgiving.”

Dustin nodded and returned to his car in a daze. Grizzly grabbed his nightstick off the roof and started to return to his car. He had planned on spending time with only one cub tonight, but now he was going to do something even better than that. He twirled his stick around a few times, chuckling to himself before he got back in his car and headed back to the parking lot to finish out his shift.

On the way home from work, he stopped by his favorite tobacco shop. Jim, the owner, greeted him with a usual “Woof” and Grizzly growled back in appreciation.

“So Jim, you got my order?”

“Sure thing big bear.” He leaned down and pulled out a black wooden case. Opening it up, he reached inside and pulled out a cigar. He handed it to Grizzly and leaned to get some wood matches. He lit the match and held it up to Grizzly. Grizzly leaned in, lighting the cigar up, then took a deep draw of it. Rolling it between his thumb and index finger, he let the smoke waft from his mouth. He then looked down at Jim. He knew that Jim was another musclebear lover, and what really got him off was bears with stogies. Grizzly smiled and nodded and Jim was out from behind the counter in a heartbeat. He buried his face into Grizzly’s pit and inhaled deeply.

“You take real good care of me, this is the least I can do for ya,” Grizzly commented as he flexed a bit for Jim.

“God you are so fucking hot,” Jim muttered. Grizzly blew a little of the thick cigar smoke downward as Jim continued, “I’ve never had anyone come through here that was the definition of ‘bear’ like you. I have got to get that hot bod of yours back to my place one more time.”

Grizzly chuckled with a deep belly laugh and said, “Sure thing little man, how’s Saturday sound?”

Jim mumbled something and Grizzly smiled, “But until then, I could give you a little something to tide you over.”

Jim took Grizzly’s hint and went over and locked the front door and changed the sign. Then he lowered the blinds and came back over to Grizzly. “I’ll let you have a good feel and taste of this bear meat before I head out to the gym,” Grizzly growled. Jim unzipped his pants and let his dick out before grabbing Grizzly’s raised arm. Jim stuck his tongue into Grizzly’s shirt and began to lick the rock hard stomach.

“God man, you know how hot you are?”

“Tell me little man.”

“Fuck man, you are like the biggest, strongest, bearest man I’ve ever seen. I mean you’re 6’8’’ 400 pounds of prime powerlifting bear muscle. These guns you got are bigger than most people’s waists. 27 inches of cold hard muscle. And these legs. Fuck man, I could cum just by rubbing those thick trunks you got. Fuck man, your legs are wider than me, and I’m not a small guy. And this fur. Fuck man, this black fur against your body is so fucking hot. It can’t hide your huge muscles. God, I could just lick your fur all day.”

Grizzly smiled and took another drag from his cigar before unzipping his fly and slipping his cock out from his jock as Jim continued to talk. “And that beard and you smoking a cigar man. Fuck, you’re like every cub’s fantasy. You could flex that arm, take a puff of that cigar and make men cum. And this cock. Fuck man, your cock is longer than a ruler. It’s fucking thicker than soda cans. I can barely get that beast into my mouth. And it feels so good too.”

“Well then cub, if you like it so much, why don’t you get to know it a little better.”

Jim smiled before he leaned over a bit. He looked at the head of Grizzly’s cock and said, “So beautiful. I don’t think I will ever see something as good looking as this piece of meat.” Then Jim started sucking. Grizzly moaned a bit as Jim’s tongue worked around the head of his cock. He could feel the sides of Jim’s mouth and his cock swell, stuffing it full. Jim relaxed his throat and took Grizzly deeper. Grizzly began to thrust in and out of Jim’s mouth and soon afterwards saw Jim cum on the floor. Grizzly smiled, took a final drag of his cigar and placed it in the ashtray to his side. Then he gripped Jim by his shoulders and squeezed a bit. Jim moaned, slightly in pain but mostly in pleasure as Grizzly started to fuck him harder and deeper. Jim worked him over, taking in as much of Grizzly’s cock as he could. Then after about 5 minutes of Jim being facefucked, Grizzly shot his huge load down Jim’s throat. He tried to swallow it all, but Grizzly’s load was just as big as he was, and some started to dribble out of his mouth. Grizzly let Jim up off his cock and Jim wiped the sides of his mouth and licked his fingers greedily. Grizzly patted Jim on the head then put his still hard meat back into the confines of his jockstrap.

Jim went to the back to grab some stuff to clean up as Grizzly closed the cigar box and grabbed a box of matches. Taking his wallet out of his pocket, he set 100 dollars on the counter. “You know I don’t like taking your money big bear. Just sniffing that pit and feeling that rock hard gut of yours is more than enough for me, and your cum is the best tip I could possibly get.”

“I know man, but I like to take care of my cubs. You got me these stogies I love and I know that you need money to keep running this place and getting me more. Besides, I’m a cop and you know people would think I’m extorting the place if I didn’t pay ya,” Grizzly laughed before picking up the box of cigars.

“You know that box is only 75 dollars.”

“I know.” Grizzly waved as he walked out the door.

Around 8:45 pm, Grizzly woke up from his after work-out nap from a car driving into his driveway. He knew that it was Jeremy, one of his best cubs. “Early as usual,” he thought. He went to his bedroom, washed his face and felt the soft beard he possessed, then put on a few sweats. He walked to his living room, grabbed one of his cigars, lit it up and took a slow deep drag of it before heading to the kitchen. He grabbed a heavy solid oak chair that weighed over 200 lbs and picked it up with one hand while rolling the stogie between the fingers of his right hand. Moving back to the living room, he placed it in the middle of the floor and shifted some furniture around. He then settled into the recliner and relaxed a bit before he heard another car pull into his yard. Looking at the clock he thought, “And that must be Dustin. I wonder if Jeremy will talk to him.” Grizzly knew that Jeremy was an exceptionally obedient cub and wouldn’t dream of knocking on Grizzly’s door at any time except 9:00. He heard two car doors shut, some mumbling, then two sets of feet walking up his stairs. He could hear Jeremy beg Dustin “not to disturb the big bear before the right time” and Dustin obviously concurred.

Grizzly finished about half of his cigar before he heard Jeremy knock on the door. Grizzly got up and walked over to the door and opened it. Jeremy was standing at attention as usual and Dustin was behind him looking slightly confused. Grizzly let loose a low growl and Jeremy smiled before walking in. “Come in Dustin, I’ve been expecting you,” Grizzly said in a silky baritone.

The two cubs stood in the middle of the floor. Jeremy looked only at Grizzly and Dustin looked around the house. Grizzly absent mindedly wondered if anything in the area would spark memories, but he doubted it. “Dustin, meet Jeremy. Jeremy, Dustin. Jeremy is a longtime and loyal cub of mine. Aren’t you boy?” Grizzly said.

Jeremy nodded his head and looked at Dustin with a smile that said he loved his life. The two guys shook hands and then turned back to Grizzly.

“Ok Jeremy, I want you to strip. You too Dustin.”

The two obeyed the giant bear. They took off all their clothes and kicked them to the side. Standing before the great bear naked and boned, they awaited their inspection. Dustin had grown a little since school. He was about 5’8’’ now and probably around 230. But the muscles that he had in high school seemed to have faded, leaving him with a fairly decent physique, but no real definition. His hard cock was around 6 inches in length, average, his hair was slightly balding, and his stomach pudgy. His legs were still thick, but no where near the size and definition of Grizzly’s massive trunks. Grizzly smiled and said to himself, “Oh, how the mighty have fallen.”

Jeremy on the other hand had a well toned physique. While not as hairy as Grizzly, Jeremy did possess a decent amount of body fur, but his face was smooth. He didn’t have the mass or bulk of Dustin, but his slender body was ripped with lean muscle, allowing Grizzly to see his 6-pack that Jeremy was so proud of and the vascularity of his arms. The lack of size though made Jeremy want to be Grizzly’s cub, and he was happy in being one.

“Hmm, not too bad for a pair of cubs. I see you’ve been hitting the gym hard as usual Jeremy.” Jeremy beamed a smile of pearly white teeth and nodded.

“I guess you two are ready for a little fun. Well, let us start. Dustin, you sit in this chair. Jeremy, I want you to handcuff him to it.”

“I don’t know about this,” Dustin began to complain but was cut off by Grizzly’s deep and powerful growl. He immediately obeyed and sat in his chair. Jeremy produced two pairs of handcuffs and fastened Dustin to the oak chair.

“Is he in well?”

“Yes sir,” Jeremy answered.

“Good boy. Now stay here until I get finished changing.” Grizzly patted Jeremy on the head and Jeremy grinned from ear to ear. He sat on the floor while Grizzly went to the other room.

“Hey Jeremy, tell me, what’s this guy like.”

“Grizzly is the best bear I’ve ever known. He’s tough but if you’re a good cub, he lets you worship his muscles and then he fucks you all night.”


Jeremy’s eyes glazed over a bit. “Yeah and I do mean all night. But if you’re bad, you get punished. Punishment isn’t as good as the fucking.”

A deep voice reverberated through the house, “No talking out there.”

Immediately Jeremy stopped talking but Dustin kept going. “What do you mean punishment? Is it really bad?” Jeremy wouldn’t respond though, so Dustin eventually stopped talking. Around 5 minutes later, Grizzly returned. He was dressed in a black leather policeman outfit that was stretched to the point of ripping. Each line and contour of his massive body could be seen through the leather. The chaps he was wearing barely contained his massive pillars that he had for legs and the blue NYPD jock he had on contrasted beautifully with the outfit while scarcely holding his thick cock within. Jeremy got on all fours and started drooling while Dustin strained his head to try and see.

“So, have you been a good cub today?”

Jeremy whimpered and nodded. Grizzly slowly walked over to him, making sure that Dustin got a good look at the massive musclebear that was before him. Standing next to Jeremy, he patted him on the head. Jeremy began to nuzzle the thick leg next to him.

“So Dustin, how much do you like this enormous bear in front of you?” Grizzly inquired.

“Very much sir.”

Grizzly walked over to Dustin and looked at him. Dustin strained against the handcuffs to try to feel Grizzly’s body but couldn’t reach. Grizzly smiled then looked at Dustin’s cock. He saw that it was so hard it was turning purple and the head was drooling pre. “It’s smaller than I remember,” Grizzly thought as he ran one thick finger down the shaft. Dustin’s eyes rolled back in his head and Grizzly grinned. “This is going to be really amusing,” he thought.

He stepped away from Dustin and moved back toward Jeremy. “How long have you been into massive bears like me?” Grizzly questioned.

“About 12 years sir.”

Grizzly smiled. In his head he did the math and figured out that Dustin liked bigger guys ever since they were in school. “And have you ever seen a bear as big and strong as me?”

“No sir, you’re the biggest, strongest and woofiest bear I’ve ever seen sir.”

“I bet you would like to see more of me, wouldn’t you.”

“Sir, yes sir.”

Grizzly slowly brought his right arm up. “Cub, hang on this gun,” he ordered. Immediately, Jeremy hopped up, clamped both hands on the massive peak and brought his feet off the ground. Grizzly then began to flex the arm slowly and watched as Jeremy began to rise from the power of his one muscle. Jeremy began to moan and Dustin followed suit. “You like this, don’t ya. How much do you weigh cub?”

“180 sir.”

“How does it feel, knowing that 180 lbs is weaker than this one gun? How does it look to see just this one muscle lifting him off the ground like that. And I’m not even trying.”

Dustin desperately tried to reach his cock, but the cuffs restrained him, “Oh fuck man, you’re the biggest bear I’ve ever seen! I’ve seen tons of guys at the gym before but they all pale in comparison to you. I’ve never seen a gun that big or hard before. I just want to lick it and feel that fucking hard rock you got there.”

Grizzly smiled. He knew he had Dustin by the balls at this point. “Cub, take off my shirt,” he growled. Jeremy dropped off of his arm and licked his lips. Slowly and deliberately, Jeremy unbuttoned Grizzly’s leather shirt from the bottom up, rubbing and licking the fur and muscle as he went. He stood on his tip toes to reach the top button and then slowly and with great difficulty peeled the leather from the skin, rubbing his face around the hairy marble of the giant musclebear. Dustin wiggled and moaned in his seat, desperately trying to alleviate some of the sexual tension that was building up.

“Ok cub, take off these pants.” Grizzly did a lat flare and Jeremy slowly worked his way to his pants, licking and nibbling the flared muscle en route. Grizzly glanced down and noticed the pre drooling from Jeremy’s cock. He smiled inwardly and looked at Dustin who was turning red from his predicament. Jeremy unbuttoned the waist then the sides of the chaps. Using his teeth, he pulled them down slowly, stopping along the way to bury his nose in the big bear’s overstuffed jock. After getting then down pass his amazingly thick quads, Jeremy quickly pulled them down to his ankles and started attacking the quads ravenously. Grizzly laughed and said, “That’s a hungry little cub, isn’t he Dustin. Bet you wish you were him right now, don’t ya.”

Dustin whimpered and moaned something that Grizzly couldn’t understand. Grizzly placed his hand on top of Jeremy’s head and he instantly stopped. He then walked over to Dustin and looked at him for a second. Placing two fingers on Dustin’s cock, he stroked it from the base to the head a single time. That was more than enough to make Dustin cum. It was a powerful spurt, spraying directly up and then falling back into Dustin’s crotch. Grizzly removed his fingers which were covered in the liquid and held them up to Dustin’s mouth, “Lick them clean.” Dustin took great pleasure in engulfing the fingers with his mouth and tongue.

Grizzly removed his fingers and wiped them dry on Dustin’s smooth chest. “You sure did come easy. I don’t know if you’d have the endurance to handle all of me, not like Jeremy here. Jeremy’s a good cub, willing and able to keep up, isn’t that right boy.” Jeremy was next to Grizzly in a heartbeat. “Tell him what you do when you’re not being my cub,” Grizzly ordered.

“I’m a CEO of a major computer retailer.”

“Fuck yeah, and tell him how we met.”

“I was speeding in my Ferrari one day and he caught me. I got so turned on by his muscles I just had to have them. I didn’t have to say anything though, he knew soon as he saw me tenting up my suit pants.”

Grizzly rubbed Jeremy’s head. “Yup, that was about a year ago. Cub here is a natural at working this big bear, aren’t ya.” Jeremy responded with a nuzzle and a low whimper. “Ok cub, now’s what you’ve both been waiting for,” Grizzly grunted as he pointed to the blue jock. Jeremy’s eyes lit up and he sprung into action. He nibbled the fabric around the growing bulge and eyed it like a hungry predator stalking its prey. He slowly removed the mesh fabric, sniffing the crotch as he did. Finally, he got it down off the meat and allowed it to smack him in the chin. Dustin moaned at the site of Grizzly’s throbbing cock.

“That’s right, 15 inches of pure, uncut musclebear meat. I bet you would like a taste of this, wouldn’t you?” Grizzly rumbled as he gripped his cock and smacked Jeremy across the cheek with the steel-hard meat. Dustin squirmed a bit before shooting his second load from his strained cock.

Grizzly chuckled a deep belly laugh and growled, “Yeah, you like that, don’t you cub? Well, I have an idea. Dustin, you’re going to tell Jeremy here what to do, and Jeremy is going to describe in detail how it feels, aren’t you boy?”

Jeremy nodded his head and glanced back at Dustin. Dustin came slightly out of his fog and said weakly, “Arms.”

Jeremy jumped up and began to feel on Grizzly’s right arm. Grizzly slowly pumped the muscle before fully flexing it and Jeremy ran his hands and lips all over the swollen muscle. Mumbling aloud, he said, “Mmm, it feels so good. The skin barely moves because his muscles are so big. I can feel the veins in them pulse. The muscle is rock hard and it’s not even denting when I push on it. And it tastes so good. A little salty and sweaty and all man. God big bear you are so damn hot.”

Dustin’s cock was beginning to get hard again as he said, “Chest, please.”

Jeremy kissed the bicep one more time before sliding over to Grizzly’s fur covered chest. “God, the chest is so hard too. It’s two boulders under a layer of fur. And these nips, these perfect nips,” he nibbled on the left nipple, then the right, “god, I can stay here all day.” He thrust his face into Grizzly’s chest and Grizzly flexed, engulfing most of Jeremy’s head. Dustin wiggled in his chair, desperately trying to get out as Jeremy moaned in euphoric pleasure.

“Please sir, I’ve got to feel you, I’ve got to have those huge fucking muscles crush me and taste that super bearhood that you are.”

Grizzly smiled, “Are you enjoying yourself cub? I think Dustin wants a turn.” Jeremy attempted to embrace Grizzly but his arms barely could span his massive chest and touch his lats. Dustin continued to struggle and soon his wrists were red from the cuffs. Grizzly smiled, then pulled Jeremy from his pec worship. Taking his face in his massive paw, he leaned down and gave him a powerful kiss. Dustin’s mouth hung open as Grizzly’s powerful tongue drilled the passive Jeremy. After a few moments, Grizzly released the kiss and led him closer to Dustin. Standing just outside of Dustin’s hand range, Grizzly smirked as he felt Dustin’s leg run up and down his thigh.

He let Dustin feel a bit more with his leg before he ordered, “Cub, fasten his legs down.”

“No sir, please don’t, I…I must feel you. I need to feel that muscle. I’ve never wanted something so bad before. I’ve got to feel those huge guns and that muscle belly and those pillar legs and that huge cock. Please sir, let me worship your body,” Dustin panicked.

Grizzly looked at Dustin with a stern gaze as Jeremy tied down his legs. After he was finished, Jeremy looked up at Grizzly. Grizzly smiled and said, “Go get the condoms and lube.” Dustin moaned and spurted out a bit more cum. Jeremy’s cock was throbbing like a caged beast and purple with fury as he ran off to get the items. He was back in a flash with a giant bottle of lube and some extra large condoms. Jeremy got back to his knees and slowly slid the condom down Grizzly’s thick shaft, moaning as he slowly caressed Grizzly’s thick meat. Once he got it to the base, he opened the lube and poured a large amount into his hand. Rubbing it between his palms, Jeremy then slowly stroked Grizzly’s massive pole, lubing it up well.

Once his cock was prepared, Grizzly stood Jeremy up and leaned him over in front of Dustin, placing his hands on the armrest where Dustin’s hands were cuffed. “Now cub, make sure you tell him how this feels,” Grizzly growled as he placed the tip of his cock near Jeremy’s hole.

“Oh fuck me!” Jeremy screamed. Grizzly gladly complied by slowly inserting his thick penis into Jeremy’s waiting ass. Jeremy moaned and his eyes fell loose in his sockets. Dustin’s eyes filled up with tears seeing Jeremy’s delight. Grizzly forcefully rammed more of his cock in the hole, growling at how good Jeremy’s tight ass felt. Jeremy was lost in erotic pleasure and Dustin was begging to be fucked.

“Please big bear, I need to be fucked by you.”

Grizzly increased his pace, growling more and more as he taunted Dustin. “How bad do you want this?”

“Oh god sir, I need it more than the air. I need to feel those muscles crush me. I need to feel how hard those guns are, how thick that chest, how furry that belly. I need to run my tongue over ever part of you.”

Jeremy moaned again as Grizzly fucked him harder and deeper and then came all over Dustin’s lap. “How big am I little man!” Grizzly roared, shaking the mirror sitting over his mantle.

“Fuck, you are a bear god. There’s no one as big and strong and furry as you. Your arms are bigger than my legs. Your cock is thicker than my wrists. You are so much man that I could make two bears out of you and they would still be better than me. Those legs are so huge I bet they could squat a car. Those arms could tear me apart. You are the biggest bear in the world.”

“So I’m not little, huh?” he asked as he pounded Jeremy in the ass. Jeremy barely could stay conscious from the incredible fucking he was get and soon was knocked out with a huge smile on his face.

“Fuck no man, you could never be little.”

“Seems you used to think that when you knew me as Little Jacob.” Dustin’s eyes widened as Grizzly pulled his cock out of Jeremy’s ass. Slipping the condom off of his swollen dick, Grizzly began to stroke his humongous meat.

Dustin began to panic, “I didn’t mean to…” but Grizzly cut him off.

“No, you meant to. Every day I was less than you, you reminded me. Everyday, you taunted me with your superior physique, knowing how much I liked to see muscle. Did you know that I spent days alone because of how you made me feel? But now, I’m the biggest and best thing you’ve ever seen, and I’ve got to admit, it feels damn good having you here. I finally can repay you for my childhood.”

Dustin was terrified. He was practically crying, knowing that he had a very large, very strong, very powerful muscle bear cop angry at him, and he was completely at his mercy. “Wha…wha….what are you going to do to me?”

Grizzly looked at him with the most evil glare he could conjure up, “Why, I’m going to give you exactly what you wanted.” Grizzly walked up to him and grabbed a tuft of his hair. Leaning Dustin’s head down, he trust the head of his cock into Dustin’s warm mouth. Dustin gagged from the thick meat and Grizzly growled, “Don’t you fucking dare. You better open up your mouth wider and take all this meat because I’m going to fuck your pussy mouth till I feel like cumming.”

Dustin slightly nodded and relaxed his throat as best he could. Grizzly began to ram his cock further and further down Dustin’s throat, but was conscious of his limits. Dustin’s eyes were watering and he could barely breath, but Grizzly could tell that he was loving every minute of this brutal face fucking. Grizzly spent the next 15 minutes driving his amazing tool further and further down Dustin’s throat until he finally came explosively. Grizzly’s load was so much that Dustin began to choke slightly on it, so Grizzly pulled out and let him catch his breath.

His cock still hard, he rubbed it across Dustin’s smooth body, collecting the cum that dribbled from Dustin’s mouth. Then grabbing his hair again, he ordered, “Lick it clean.” Dustin smiled and sucked every drop of luscious cream from Grizzly’s cock, then used his cheeks to dry it.

Grizzly smiled and went to his chaps and retrieved a key. He picked up the oak chair with Dustin still fastened to it in one hand and Dustin’s clothes in the other and took headed to the kitchen. He then untied Dustin’s legs, undid the handcuffs and stood him up. Dustin stood there dumbfounded as Grizzly handed him his clothes. Then, without ceremony, Grizzly walked him to the door, opened it and led him outside.

“Wait, please big bear, I’m sorry for what I’ve done, but please don’t do this.”

Grizzly looked down and saw a scared little man, desperately wanting to hold on to the best thing he had ever had, but...

“I’m still not really over what you did to me in school. I see you’re sorry, but I’m not ready to have you as a cub just yet. Maybe one day I’ll forgive you, until then, you at least have this night to jack off to.”

Grizzly closed the door leaving a sobbing Dustin on his front porch. Going back to his living, he scooped up Jeremy. Jeremy rolled and snuggled the wall of mass that picked him up and mumbled, “You feel so good papa bear. Is it bedtime?”

“Yes little cub, it’s time for bed.”

“Mmm, that’s nice. I love you papa bear,” Jeremy said as he fell back asleep.

Grizzly smiled and patted Jeremy on the head, “You know I do too.”



Grizzly set up the checkerboard as Arnold walked in. Arnold was a nice kid, real smart, but kinda small, just like he used to be. He didn’t have a father and looked up to “Papa Bear” like a father. Grizzly took some extra time with Arnold sometimes and it made him feel really loved. Arnold would spend time over at Grizzly’s house when his mother worked late and he loved the big bear.

Arnold sat down at the checkerboard and made his move. Grizzly responded with a move of his own and asked, “What’s wrong little man?”

Arnold looked up and said, “Papa Bear, all the kids are getting a lot bigger than me. I’m tired of being small but my dad was small and I don’t think I’m going to grow any. I guess I’m just going to be a small nerd all my life.”

Grizzly looked down at Arnold and saw he was really upset about it, just like he was when he was in school. He smiled to himself and pulled the bear from his shirt pocket. “Here,” he said as he handed the small blue plush to Arnold.

“I can’t take this Papa Bear, you love him!” Arnold protested.

“Yes I do, and I always will, but it’s time for the torch to be passed.” Grizzly got up and walked around the table to where Arnold was. Arnold gazed up at the big man with wonder in his eyes as he placed the bear on his right shoulder. Arnold looked at the bear then back to Grizzly, then the bear again. “Go ahead, he wants a snuggle.” Arnold smiled and snuggled the bear’s nose with his own, then gave it a close hug before placing it back on his shoulder. Grizzly smiled and returned to his seat. “Your move,” he said.

Arnold looked at the game board with confusion in his demeanor. “You know what Papa Bear, all of the sudden, I don’t really feel like playing.”

Grizzly laughed a deep chuckle and said, “Let me guess, you feel like working out, getting bigger like your Papa Bear, right?”

“You know what? I think that’s it. I need to work out,” Arnold responded as he got up.

“I thought you might,” Grizzly said as he got up and led Arnold to his weight room.