After pumping my chest for a while, a made it back to the locker room. Switched into my swim trunks, wishing there was a single sex steam room. I wandered through the pool area and all the way to far back corner to the co-ed steam room. Since it was empty, I laid down along the top bench and closed my eyes.

I'm not sure how long I was out, but I jumped when someone entered the steam room. It was an older guy in great shape wearing a soaking wet speedo, the color and moisture did little to hide the outline of the guy's cock and balls. I looked up and it was Fred. He was about the only one that I spoke to on a regular basis. I sat up and Fred sat nearby.

Fred and I spoke for a while about nothing in general. Then out of nowhere I had a coughing fit. Fred jumps up and slaps me on the back. He explains to me that a Bilberry pollen outbreak was underway and that a lot of people were very allergic. Then Fred tells me he has a nutrition store in the shopping center. If I follow him, he has some stuff that seems to be helping with the allergy.

Fred and I changed or clothes quickly. Fred was waiting for me just outside the locker room and he told me to follow him. We made our way through the gym and out into the parking lot. Fred motioned toward a small row of shops across the lot. Several minutes later I was following Fred around behind the small building.

Fred dropped his bag on the ground and dug out a set of keys. He asked that I wait a moment while he set the alarm. Moments later Fred asked me to enter.

When I entered, I found the smallest office possible. It was a very tight space with two guys, a desk and an open door. With some shifting around we got the door closed and pulled down a hinged seat that was attached to the wall. I sat while Fred rummaged through the shelves.

Something caught my eye in a box under the desk. Without asking, I pulled the box forward and lifted out what looked like a wet-suit, at first. As I examined the surface, it was flesh colored and molded to match the muscles of a bodybuilder. There were thick bulges for the shoulders, pecs and biceps. As I pulled it up further to examine the thick valleys of the abs, I found that the wet-suit had a complete set of balls and a huge cock. This was an amazing piece of work.

Just then Fred turned around. Then very nonchalantly said that was his back-up plan to win an upcoming bodybuilding contest. Then he surprised me by saying that I should try it on. That I might want to know what it is like to be a huge muscle guy.

I was a little miffed by Fred's comment because I'm rather toned but still my interest in trying on the amazing suit was getting to me. I quickly pulled off my shirt when Fred stopped me. There was a changing room in the shop just outside the door.

After some gyrations I was able to get the door opened that lead into the shop. There to my right was a small curtained space and in the hall was a full length mirror. I stepped inside and peeled away my clothes. It was a struggle to get inside the body-suit, much like pulling on a full body wet-suit. The material was not like anything I could recognize. It was something like a rubber skin over a gel interior with an extremely slick inside. The suit was sliding all over my body as I wiggled my way inside.

I figured a way to get my cock and balls inside the hollow areas inside the suit. I wanted to see how they looked because they felt heavy as I slipped inside the body suit. I got my arms inside and with some flipping I pulled the shoulders over my own. I found that the zipper had a long cord attached. With some twisting I tugged the zipper up my back and sealed myself inside the suit.

I stepped into the hallway and admired my new body. It was surreal to see my head attached to a heavily muscled deeply tanned stud. It was an odd feeling because the suit moved with my body perfectly. I ran my hand over the smooth thick pecs and down over the 8 pack abs. I could feel my hand as if it was running along my own skin. I flexed my biceps and watched them pop into thick mountains of muscle. I flexed the legs and watched the deep striations appear. Even the ass on this thing was thick muscle.

Then my attentions returned to the heavy balls and cock swinging between my leg. I cupped the balls in one hand and slowly stroked myself in the other. I had the equipment of a porn star hanging in front of me. I felt myself stiffen as I admired the new body. I began to stroke myself, feeling my new cock expand in my hand.

Just then Fred bumped me with his office door. He then commented that I must not be modest at all. Here I was standing naked in his store stroking myself. I felt really embarrassed. Fred just went past me and further into the store.

A few moments later, Fred toss me a tiny package. He said that I should slip on the contents. What I had was a small square clear plastic bag that wasn't too much larger than a condom, at least it seemed that small. I was thinking that whatever was in the package might not even be able to cover one of my huge balls. A little bit of fumbling and I found that I was holding an extremely tiny swimsuit like the ones that the bodybuilders wear. It looked like most of the fabric had been removed. I flipped it around a few times trying to figure out what was the waist and which were the legs.

Fred took the micro suit away from me. He position it in his hand and pointed to opening and pointed out the correct way to slide it on. I took back the suit and stepped into the opening. It was a tight fit as I pulled the thing up my legs and over my muscle butt. The blue fabric was stretched tight against my cock and balls. I turned to look at my butt in the mirror. The suit cover up enough to not be a thong but it was not the coverage of a full brief. But it did display my muscular butt very well.

Fred then got my attention. He offered that I could wear the suit as often as I wanted if today I helped him in the store. If I agreed to stay in the store all day wearing the body-suit and the micro swim suit, he would allow me access to wear the body anytime I wanted. I really did not have anything to do that day. I really did like the suit. Fred was making an incredible offer.

I was ready to agree when Fred sweeten the pot. There were matching face mask for the body. Fred brought me the box that the suit had been in earlier. There were about a dozen different choices. I flipped through a few and thought that they were old or tired. There were about 3 that really got my interest. I tired each on and found that they completely changed my appearance. I did settle on a handsome twenty-something stud with a goatee and very short buzz cut hair. I could feel myself start to stiffen again but the tight posing suit held me in check.

Fred said it was nearly time to open the store. I should get a quick tour and see where everything is located. After a quick tour, Fred opened the store and customer began to appear. I was a bit nervous at first, but soon I got used to my being this muscle stud who was practically naked. The young girls would giggle, the young boys would flex and have me flex back, and the old women looked upset but keep checking me out. The few muscle studs who came through wanted to be my pal and slapped me on the back. Then an arm wrestling match would start to see who had the strongest grip. I always won. I really did love this muscle suit. Throughout the day I was asked to pose for pictures, especially the boys wanted to be next to me.

Finally the end of the day and Fred closed the store. It seemed that I was big draw and today's sales were way above normal. If I was interested Fred wanted to show me a few bodybuilder poses. If I have the body, I should know how to use it. I followed Fred back to the hall in front of his office and pushed the mirror open to revel a large storage room.

As small as Fred's shop seemed, this space was huge. The room felt more like a small warehouse with rows of shelves stacked with boxes to the ceiling that was easily 18'. One wall was completely lined in mirrors which I figured was a good space to practice bodybuilding poses.

I walked over to the mirrors and admired my body as I did some flexing. Several moments later I looked around to see Fred was naked in one of the aisles. He did not see me staring as he opened one of the boxes. Whatever it was inside was heavy because Fred struggled to pull it out. Soon I recognized the same body suit that I was wearing. Fred quickly slide on the body-suit as I began to realize it was very different from one I was wearing.

In moments, Fred was wearing the body of an extremely large muscle man. He easily had 20 pounds of muscle on me, perhaps as much as 50. the legs, arms, shoulders, and back were huge. It was like Fred was doubling his complete weight entirely in muscle. Fred struggled some his cock while he positioned himself inside the suit. Then the thick long hose of a dick came into view. It was a freak with monster balls to match. But overall it fit the massive size of the body. Fred twisted a bit and I saw Fred's back disappear as it was covered by the muscular back of the body suit.

Fred looked around and saw me staring. He said something about needing just one more thing. I was hoping me meant a pair of shorts because I knew that I could not keep from popping a boner if I had to see his cock anymore. I was wrong as Fred pulled on a face mask like mine except it was more of an East European look. Fred looked like the steroid pumped bodybuilders from the 1990's. He looked like a walking poster of uber man muscle. I could feel my cock begin to stir inside its tiny spandex cage.

Fred came up to me and slapped me hard on the ass. I nearly fell over from the force. It actually hurt, Fred was not fully aware of his strength. Standing next to me naked he simply grunted like I should follow his moves. He twisted and moved and I tried my best to follow along.

Several minutes later I was lost. I was not able to keep up with Fred as he went from muscle popping pose to the next. He cock continued to swing between his leg like an extremely swollen dog's tail. I could see that Fred was getting upset. Without warning Fred is pushing and pulling me around and then duplication the pose himself. I began to notice Fred's cock brushing my leg and Fred continued the forced posing.

The long silence was broken when Fred mentioned that I was to tight and stressed. Something about needing to loosen up. I stood there a moment, shaking my shoulders trying to relieve the stress. Then without warning, Fred grabbed my posing suit and ripped it away like it was tissue paper. I stood there in silence until Fred slapped me in the back. We began to copy-cat posing again.

I tried my best to follow along in the mirror but I keep see Fred's cock and I started to get hard. It was slow at first, I could almost will it back down in submission. But when Fred started the push pull method again with his cock rubbing my body. I lost the battle and my cock was soon at full mast.

Fred soon spotted my flagpole of a cock. He looked me straight in the eye which made me feel very embarrassed. He looked down at my cock and slowly squatted in front of me. Then without warning his mouth engulfed my cock as his hugged my muscular butt. Fred knew what he was doing because I was near orgasm in seconds. He backed off when he saw I was going to shot.

Fred then went down on all fours and hoisted his ass up in the air. He slapped it hard and I knew what he wanted. I was to fuck that ass of his. In a second my chest was on his back and my cock was pushing at Fred's back door. I could feel Fred's breathing as he slowly opened up and allowed me to enter.

It was a tight fit but a perfect fit. I pushed in inch by inch until my balls were slammed into Fred's balls. I began to pull back out and push back in. Just like the blow job, Fred knew just how to squeeze his asshole around my cock to drive me to the edge. I began to pick up speed and Fred keep squeezing me in rhythm. This time was not going to be denied my release and even when Fred tried to put on the breaks with hole, I keep pushing. I rode Fred hard and we were grunting. My balls pulled in tight and I feel the cum began to churn. Then the explosion of cum deep into Fred's body-suit. I never felt an orgasm like this before. It was amazing.

Slowly I pulled my deflating cock from Fred's hole. Then I laid on the floor next to him. But Fred had other ideas. He flipped himself on top of me with his cock aimed for my mouth. I opened up and Fred began to do push up over top of me. driving his cock in and out of my mouth. Fred's monster balls keep banging into my chin. I tried to do my best to repeat the technique that Fred had used earlier but I knew I was no where near as good. I seemed to be good enough because Fred grunted hard and soon my mouth was flood was the most wonderful tasting fluid. I tried to drink down as much as I could. I could feel the cum puddling on the floor around my head.

Fred flipped again over me and was laying next to me. We were both breathing hard from the exertion of the heavy man sex. Then Fred suggested that I come back the next day for another lesson in posing. I simply smiled back that I was interested. •