There's this kid you know. A high school senior. Plays football hard, but he's nothing special on the field. He's around six feet in cleats, maybe tops out at 200 pounds after dinner, and he's neither fast nor skilled enough to be anyone's idea of a big-time, blue-chip prospect. In fact, he didn't start a game until senior year, and although he holds down his position competently, it's obvious he doesn't have the size, speed, or strength necessary to get on the national college recruiting map.

You like the kid, though, and you're trying to figure out a plan for him to play ball in college, but pragmatism keeps taking over. Kids like this have their parents pay for school. Kids like this don't play on ESPN on Saturdays in the fall. What happens next, however, when the kid in question is William Clay Matthews III, the latest in an unbroken line of football royalty dating to the 1950s, is a declaration.

"I'm going to play football at USC."

Yes, that USC. The University of Southern California was, in 2004, home to Reggie Bush, Matt Leinart, and dozens more future NFL players—a team that would win an eventually vacated national championship the year Matthews arrived armed only with a bad haircut and a dream. "I don't even think Clay shaved at that point," says New York Jets linebacker Joey Larocque, Matthews' high school teammate and best friend since grammar school. "But I was like, 'You do your thing, and I'll do mine, and hopefully we'll meet up in the end.' But seriously, who knew?"

Killer Combination

For Matthews, the 2010 NFC Defensive Player of the Year, making the NFL's All-Pro team twice in two years as an outside linebacker for the Super Bowl champion Green Bay Packers was far from preordained. "I knew I wanted to play at USC from when I was a kid," he says. "The rest is a product of just continuing to work hard and being recognized for playing hard." Despite his conviction and family background, however-his father, uncle, and grandfather all played in the NFL, and younger brother Casey is entering his rookie season with the Philadelphia Eagles—Matthews' vision seemed a tad far-fetched to his friends in Agoura Hills, a dusty northern suburb of L.A.

"I told him to go for it," says Charlie Wegher, who's coached football at Agoura High for the past 18 years, "but, honestly, I didn't think he'd get a chance to play much because USC doesn't typically have those kinds of kids."

Depends on your definition of those kinds of kids. In Matthews' unique case, it's the late-blooming type whose genetics suddenly kick in one morning late in his college career, supplying him with an NFL-ready body to go along with the work ethic of a player accustomed to fighting tooth and nail for what scant playing time he could secure. When it happens, it's football's version of the perfect storm. An undersized, devoid-of-hype nobody walks on to one of the premier programs in the history of college football and spends four years scrapping for special-teams action. Then he physically matures and has the same skills as everyone else, or better ones, but he also has that walk-on's motor that won't stop running. Ever.

"My dad was a late bloomer, too," says Matthews, "so I just kept working as hard as I could, getting stronger and faster, and I ended up growing."

At 6'3" and 255, Matthews' massive frame is virtually unrecognizable when compared with the self-described "skinny kid" who refused garbage-time game action in 2004 to preserve his redshirt status. "You get these walk-on, blue-collar guys," says Matthews' off-season trainer, Ryan Capretta, a former NFL strength coach and owner of ProActive Sports Performance in Thousand Oaks, CA, "and what makes them is that effort level. They're always going a hundred percent. Clay's got that mentality, and now his genetics have taken over and it's an amazing sight."

The Claymaker Circuit

In addition to his Friday hill or stair runs and field work, Matthews performs two rigorous push-pull circuits per week under the supervision of trainer Ryan Capretta.

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how-to exercise videos Detailed workout instruction

Step-by-step workout tips

Training at gym or at home Already have a Bodybuilding.com account with BodyFit Plus? Sign In What comes with BodyFit Plus? Instructional Videos Don't risk doing a workout improperly! Avoid injury and keep your form in check with in-depth instructional videos. How-to Images View our enormous library of workout photos and see exactly how each exercise should be done before you give it a shot. Step-by-Step Instructions Quickly read through our step-by-step directions to ensure you're doing each workout correctly the first time, every time.

Suspended Disbelief

Matthews didn't start a single game at Agoura until his senior year, even though his father-Clay Matthews Jr., a threetime NFL All-Pro who spent nearly two decades with the Cleveland Browns and Atlanta Falcons-was the team's defensive coordinator. He simply wasn't ready, and he rarely saw the field.

"If you don't have a junior season, you don't get a lot of offers," Wegher says. "Clay hadn't developed into what he is now, so he didn't get much attention, but when I asked him whether he wanted me to contact schools for him, he turned me down. There was no doubt in his mind where he wanted to go."

Getting into USC wasn't a problem for Matthews, a gifted student who'd always excelled academically. As predicted, however, playing time was nonexistent, except at the ends of blowout games, and he spent his freshman year on the scout team, the lowest rung of the collegiate football ladder. "That's typically where walk-ons end up," he says. "But I didn't think like that. I always knew I was destined for way bigger things at USC."

Matthews climbed steadily up the depth chart at linebacker and defensive end, backing up Houston Texans star Brian Cushing his junior year and sharing USC's Special Teams Player of the Year award two years running. But even before his final college season, nothing was a given-not playing time, not a starting job, and certainly not an NFL career that's off to as prodigious a start after two years as any in history.

Lambeau Leap

Ironically, despite his obvious limitations, Wegher says Matthews was better prepared for his future than any of his USC teammates. "Clay's parents have done a terrific job of getting him ready for his career by keeping his head on straight," he says. "And his dad and his uncle have totally prepared him for everything he's going to deal with."

Preparation is relative, however. His father, along with uncle Bruce Matthews—himself a Hall of Fame offensive lineman—could ready young Clay for the pressures of being a first-round draft choice and the psychological warfare of his first training camp. But you can't coax NFL size or speed out of a kid when it's just not there. Nature first has to take its course. And did it ever.

Matthews was the 26th player selected in the 2009 NFL draft, and the point could be argued that 25 teams made a serious mistake—but with only 10 career college starts going into the 2009 NFL combine, at which Matthews and Cushing dominated drills among linebackers, teams were seemingly put off by his lack of big-game experience. What nobody knew was that "The Claymaker" would hit the ground running, becoming the first Packers rookie named to the Pro Bowl since 1978.

"It wasn't possible to have seen any of this coming," says Larocque. "We were both little guys coming out, so for me to think he'd be one of the best players in the NFL wasn't something I could foresee. We just knew that if we kept working, good things would happen."

Matthews By The Numbers

Team: Green Bay Packers

Number: 52

Position: Outside Linebacker

Personal Information

Height: 6'3"

Weight: 255

Born: May 14, 1986 Los Angeles

Career Information

College: Usc

Nfl Draft: 2009 / Round 1 Pick 26

Experience: 3Rd Season

High School: Agoura Hs [Agoura Hills, Ca]

Career Stats

Games: 31

Tackles: 111

Sacks: 23

Int: 1

Yds: 62

Tds: 1

Ff: 3

Highlights And Awards

Super Bowl Champion [XlV]

2X Pro Bowl Selection [2009, 2010]

1X First Team All-Pro Selection [2010]

2X Nfc Defensive Player Of The Year [2010]

Butkus Award [2010]

On The Incline

Capretta calls them "Road Trip Fridays," mornings when he takes his clients on group training excursions to various scenic points in the greater Los Angeles area.

Sounds pleasant enough, only Capretta's client list consists primarily of NFL A-listers like Matthews and New York Jets cornerback Antonio Cromartie, and his preferred destinations include spots like the sand dunes off the Pacific Coast Highway in Malibu and the 189—stair Santa Monica Steps—places where Capretta can readily unleash conditioning hell on his charges.

"The road trips are something new I've been doing with Clay and the rest of the group this year," Capretta says. "We beat the crap out of them on Fridays, but that kind of intensity, running on an incline, has created a competitive environment that's surprised even me."

What Capretta realized is that it's not readily apparent how competitive professional football players are until their competitive outlet is taken away, which is precisely what happened this off-season, when the NFL's league-wide labor dispute and subsequent lockout barred players from contact with their teams. Remove their mini-camps and organized team activities and the only thing NFL players have left is their workouts. And when they're organized group-style, with a dozen antsy alpha males from different teams performing the same drills simultaneously, the way the group dynamic shakes out can be telling.

"We have a lot of different personalities in the group," Capretta explains. "We've got veterans like Keith Bulluck and looser young guys like Taylor Mays, but Clay's the big personality here. He grinds, he gets after it, and he calls people out and talks shit."

Just as Matthews maintained his own wildly divergent ideas about where his football career was headed, he also differed with Capretta initially when it came to training. At USC during the Pete Carroll years, the Trojans tended toward the basics, relying heavily on Olympic lifting, squatting, and benching. "That's what worked to get me stronger and to get me where I was by the time I left USC," Matthews says, "so I wanted to just keep doing that to get ready for the NFL."

Capretta, accustomed to preparing veteran players for an NFL season's potential six-month grind, had something else in mind. "Instead of doing a ton of volume and always going heavy," he says, "we incorporated a lot more push-pull at a faster pace. Clay had never trained with machines before, and we do a lot of that. We varied things with him and came from some different angles instead of just doing six or eight sets of bench and squat."

"I saw some good results with it my rookie year," Matthews says, "and we've had a great relationship ever since."

Year Three

For a kid from sun-baked Agoura Hills who spent five years at USC, life in Green Bay, WI-especially when the days are short and the ground turns to titanium is diametrically opposed to everything he grew up with. "You just have to forget how cold it is late in the season and do your job," says Matthews of the Lambeau Field experience. "You just want to win and get it over with."

No longer a walk-on scrapper, he's a card-carrying superstar and one of the league's top commodities. In defiance of logic that had him pegged as a smallschool linebacker, Matthews roamed L.A. this off-season sporting a Super Bowl ring and a reputation as the most valuable member of a championship defense. And there's much more to come.

"His star status is something he's not really into," Wegher says. "He's not gonna 'big time' you. No matter what he's doing or where he's making an appearance, he always gets his work in because he knows what's important. He hasn't changed at all. He's just a great, great kid."