Darek barely took notice of the weakling he'd just commanded to leave. His focus was entirely on the workout ahead of him; which lifts he would do, how many sets, the amount of weight. As he stretched his right tricep, it occured to him the bench hadn't been cleared yet.

"Are you deaf? Get out of my fucking way!" What the hell was this geek thinking. It was understood that Darek had free reign over all the equipment in the high school's gym. He'd spent nearly every school day for the last three years in this gym and it showed. There was no question. He was by far the biggest guy on campus. The alpha dog. Standing at a mammoth 6'-5" and 260 lbs of shredded muscle, even the coaches were a little intimidated by this 18 yearold. Noone dared challenge him, or got in his way, especially when it came to his workouts.

Yet here was this little fucking freshman with his rail thin arms, visibly shaking as they struggled with the measly 70lbs he was benching. Enough of this shit! Darek lumbered over to the kid and with one arm, smoothly lifted and racked the weight.

"Hey. I wasn't done yet," the kid panted. Darek's face flushed hot, as rage instantly coursed through his skin. He grabbed the front of the whimp's gym shirt and lifted him off the bench like he was a rag doll. Pulling him high in the air until their faces were nearly touching, Darek rumbled, "You're done when I say you're done. Now piss off before I beat you shitless!"

With that, Darek tossed the feather weight across the room and into a nearby Smith machine. His buddies, who'd been watching the incident, chuckled and mocked the dumbass freshman that dared get in the way of the big dog. Darek refocused his energy on his warmup set, grabbing a couple 60lb dumbells and resting them on his thighs. He laid down on the bench and began pressing the weight with perfect form. Halfway through the set, he noticed the gaunt face of the punkass freshman staring down at him. The kid's expression was calm, despite the nasty bruise that was forming on his forehead. In a soft voice he said, "You'll regret doing that to me."

It took a few seconds for Darek to register what he just heard. It had been a long time since anyone had threatened him, and never someone a third his size. Normally freshmen cowered in silence around him. The only time they spoke directly to him was when he was pounding his fists into their weak flesh, and even then it was always a plead for mercy. Not even the biggest guys in his senior class would ever dare pick a fight with him. So this didn't make any sense. He dropped the weights and slowly sat up to better assess this reckless little runt.

Even though Darek was still seated on the bench and the kid was standing up, they were at about eye level. He was your run-of-the-mill geek, with nappy brown hair, glasses, and unremarkable facial features. His gym shirt draped losely over his boney shoulders, with the large silkscreened school mascot laying flat over his undeveloped chest. His rail thin, milky white arms hung awkwardly at his side, without a trace of hair on them. Clearly the puberty train hadn't arrived yet for this kid.

"What did you just say to me faggot," Darek growled.

"If you apologize now, I'll let it slide. Otherwise, you'll be sorry."

With lightning speed, Darek reached over and grabbed the punk by the throat. His large meaty hand nearly encircled the skinny white neck. With one squeeze, he could crush the life out of this little shit. But this whole confrontation still didn't make any sense. "Do you have a death wish or something," he snarled.

"No. But you'll end up with one if you don't apologize to me."

Darek slowly stood up, lifting the rag doll off the floor. The kid clutched at his beefy forearm as they both rose higher. The muscles in his arm twitched and bulged, not from the effort of holding the relatively light weight, but from the rage coursing thru his veins. "Are you fucking for real," he roared.

By now Darek's lifting buddies had crossed thru the otherwise empty gym to come watch the show. Nate and Trevor weren't nearly as big or muscular, but they did show amazing development for their young teenage years. They were two of the most popular jocks on campus and scored nearly as much pussy as Darek. Puberty had gifted them with large packages and sexy, masculine traits that made them look like they were in their twenties. Nate took a wide stance, folded his veiny arms and asked Darek if he wanted them to take out the trash for him.

"This fuckers insane, threatening me like this."

"Put......me......down," the kid gasped, his face turning bright red. Darek was preparing to beat the living shit out of the runt, when a different thought occured to him. It made no sense, but he actually wanted to lower the prick back to the ground. Then he found himself actually doing it. What the fuck?? "Now let go." And for some reason, Darek obeyed, and released his vicelike grip.

"Sup with you, bro?" Nate and Trevor both looked baffled by what they just saw. Darek was even more perplexed by what he'd just done, and didn't know how to respond. The kid stepped back and rubbed his neck where the impressions of Dareks fingers were still visible. Trevor started to walk around the bench, "Obviously Big Dog has real work to do. I'll deal with you myself, shit-for-brains."

"The name's Cooper, and this is between your lap dog here and me." Trevor's legs jerked to a stop. He found himself involuntarily walking back to where he'd been standing, exchanging a stunned look with Nate.

Cooper stepped towards Darek. "I gave you a chance to apologize," his voice cracked, "but you decided to do this the hard way. Not that I mind really. This will be fun. And your 'bros' here will get to watch you receive your punishment." Cooper tugged at the tanktop stretched taut across Darek's massive pecs. "Let's start by ditching the clothes."

Darek froze as his brain wrestled with itself. He had no intention of doing anything this little faggot said, especially not stripping naked. Yet, somehow, that's exactly what he wanted to do. The more he resolved not to, the stronger the desire to strip became. Finally, as though his body were on autopilot, his hands reached down and started to lift the bottom of his tank top, revealing a wall of eight, large, perfectly proportioned abdominal muscles. A treasure trail of course black hair pointed straight down to an outcropping of pubes protruding from the waistband of his gym shorts.

"There ya go. You enjoy stripping for me, dontcha." A surge of hormones coursed thru Darek's body. His cock twitched. It was true, he was enjoying this for some reason. He slowly pulled the tanktop higher, which clung stubbornly to his protruding pecs. The fabric passing over his nipples sent another wave of pleasure thru his body. Finally he lifted the shirt over his head and tossed it aside. His hands glided over his rippling, hairy chest as they headed towards the waistband of his sweats. Why did this feel so good? He tucked his thumbs under the elastic waistband, which had to stretch wider as it passed down over his enormous quads. He let the shorts fall to the floor and kicked them aside, along with his shoes. Again his brain protested at what he was about to do, but it was no use. He slowly began pulling his Calvin Kleins down. At least he hadn't sported wood, despite the pleasure he was experiencing. His cock flopped out of its confines and hung proudly, arcing over balls the size of lemons. Kicking the underwear aside, he just stood there naked, feeling apprehensive as Cooper eyed him up and down. He wanted desparately to put his clothes back on.

Cooper stepped closer and peered up at the massive muscleteen towering above him. "Sit." Another dose of rage flooded Darek as he stuggled between the urge to strangle Cooper and to sit down. Slowly his body sat down on the bench. "Now, rip my shirt off." Darek's brain again wrestled with this command. Was he serious? It didn't make sense, but at least he could vent a little agression this way. So he grabbed the shirt collar with his thick hands and tugged. The shirt ripped right down the middle, like it was just a piece of paper. He pulled the tattered remains off Coopers shoulders. Holy crap, this kid was pathetic. He looked like one of those Ethiopian kids, only bleached white. His ribcage provided the only definition to his otherwise featureless, sunken-in chest. The blotchy skin was hairless, except for a whisp below the belly button. And without the shirt, his skinny arms looked even more awkward and skeletal.

Despite his pathetic physique, Cooper had a smirk on his face. "Don't just stand there guys, get my friend here some real weight to workout with." Nate and Trevor, who'd been standing silent and slackjack observing the strip session, quickly busied themselves with removing the 60lb dumbells and bringing over 140lb'ers, the heaviest the school owned. Darek grabbed the weights, steadied his breathing and laid back on the bench. He was almost relieved to gain control over something again, even if it was just a pair of dumbells.

As usual, he pushed the weight up with complete control and perfect form. However, his arms froze as he felt Cooper's cold boney hands scrape along his obliques. He tried to shut it out and powered through another rep. He paused at the top again, as Cooper climbed up on his chest and sat straddling his gut. What the hell? He focused on the next rep, feeling Cooper sliding his hands up the sides of his chest. He felt the runt rest his head on his pec cleavage, and press his scrawny chest down onto his own. The kid didn't weigh much, but it was extremely awkard having another person on him while he was in the middle of a set. One more rep. Cooper began caressing the back of his triceps, which were already pumped from the brief workout. Another rep. Darek felt a low moan emminating from Coopers chest. It must have distracted him, as the next rep was much harder to push through. Normally he'd bust out 20 reps easy, but having a body on him was hindering his performance. Another moan. Suddenly it felt like the weights were getting heavier. Darek lowered them and struggled to push them back up, shaking a bit as he did. Damnit, he was gonna have a hard time just hitting 10 reps like this. The weight of Coopers chest was also becoming noticeably heavier, making it difficult to focus.

"Unnnnngh!" Another moan and now a shudder from Cooper, and suddenly it was like someone added 5 lbs to each of the dumbells. Dareks arms shook noticeably as they wrestled to control the weight. He quickly lowered them down and grunted loudly as he pushed with all his might to get them back up. Holy shit, it was like his strength was being siphoned off. His labored breathing was causing Cooper's body to rise and fall rhythmically on top of him. This seemed to cause Cooper's head to push up higher on his pecs for some reason. Plus, the vinyl beneath his back felt wierd too, as though the bench were stretching longer.

Cooper grasped at the side of Darek's massive pec muscle and moaned even louder this time. The weights were instantly heavier to the point that Darek's arms buckled and he had to drop the weight. He inhaled deeply, noticing how much heavier Coopers torso felt on his own. Not only that, it felt firmer, more solid. His own chest on the other hand was spent. Instead of being pumped from the lifting, his pecs felt deflated somewhat. His arms even looked a little smaller, even though that seemed impossible.

Another moan from Cooper and the feeling of the vinyl bench stretching longer against his sweaty back was unmistakeable. He also felt Coopers hair sliding further up his pecs to the point that it was brushing against his chin. And damn he was getting heavy.

"Alright, good set," Cooper remarked as he slid off the broad chest and stood facing away from the bench towards the mirrored wall. Darek groaned as he struggled to sit up. God he felt tired. Even his abs were spent. Looking over at Cooper, his breathing stopped as his brain processed the image in front of him. Instead of sitting eye level to the freshman, he was now staring at the kid's shoulder blades, which were noticeably wider than a few minutes ago. In fact, his whole back looked somewhat muscular now, with a slight taper down to a waistline that was still the same size. Looking at the mirrored wall, he could see the reflection of Cooper's chest. It looked like he'd been working out for a year or two already. Gone was the protruding ribcage, replaced by a decent amount of flesh and muscle. A subtle but distinct shadow line had formed underneath and between his newly formed pecs. The faint outlines of a sixpack were clearly noticeable, with a thin trail of black hair running down the middle. His arms had filled out dramatically, probably gaining a full 3" at the bicep.

In contrast, Darek's own reflection showed an opposite transformation. Much of the vascularity he was so proud of was gone. His muscle looked puffy, lacking its usual definition and striations. His eightpack was at best a sixpack now. His entire physique, though still impressive, had lost some of its size and symmetry. It even looked like he had shrunk in height. He stood up, and sure enough, he looked shorter compared to the equipment around him. A mixture of terror and fury engulfed him. "What did you do to me," Darek growled in a voice that had lost its usual bravado.

"You mean, what did I take from you," Cooper replied, in a voice that was deeper and more masculine than it had been earlier. He turned to face his prey. Darek gasped at the new face looking back at him. The kid looked to be a good three years older now, like a teen in the throws of puberty. His jawline was more pronounced, with a faint dusting of black stubble. His sideburns had filled out and his hair was now jetblack, with a slight wave in it. His lips were fuller and his nose broader. And his eyes! Holy fuck, they were mesmorizing. His eyes had turned a brilliant emerald shade, with a fierce, piercing intensity to them. They were framed by long, jetblack lashes and thick eyebrows that were seductively sculpted. "And there's still more of you to take, big guy."

A sickening realization occured to Darek, and he reluctantly looked back at his own reflection. Sure enough, his face looked different as well. He looked like he did when he was 16. All of the sexy traits he'd developed over the last couple of years were gone in a matter of minutes. He shot a deparate look back at Nate and Trevor, who both stared back at him, wide-eyed and terror stricken. He mouthed the words "do something" to them and they just shrugged helplessly. •