When Adam Fearing was a walk-on sophomore at Cincinnati, he was spending one particular difficult practice as the scout-team Wildcat quarterback, taking shot after shot from the Bearcat defense.

After one jarring hit, he got up with a painful stinger in his shoulder. He decided to play through it - but, as any football player has experienced every now and then, he was having trouble motivating himself to keep going.

Then-Cincinnati graduate assistant Roy Manning, a former Michigan player who was hired by the Wolverines as outside linebackers coach Monday, was there for Fearing, giving him words of encouragement. To help the sophomore running back push through the pain, he took a page out of his alma mater's rich football history for inspiration.

"I got up, and I did not want to practice anymore, but I decided to stick it out," Fearing said. "He was right there, behind our huddle saying, 'C'mon Fearing, c'mon,' pulling me along. I was hurting. He's right behind me, talking into my helmet, going, 'You're fine, let's go.'"

"And then he says, 'Those Who Stay Will Be Champions,' a phrase he learned at Michigan. And that really stuck with me, that whole moment. I didn't want to let him down. With a coach like that, you feel like they want you to succeed so bad that you're not playing for you anymore. You want to make sure they're proud of you. That's something I'll always remember."

During the 2010 season, the coach and player grew close, working together on the Bearcats' scout team all season.

"He definitely stood out my first year," Fearing said. "He was real young when he was here as a GA and just full of energy - but that never really changed with him. He would get the guys hyped. Not being that far removed from playing at Michigan and in the pros, he still knew what it was like to be a player.

"He would get to you in a positive way and gets you excited to do the things that might seem kind of minuscule in practice and workouts but are important in the long run. It was refreshing. You definitely thought, 'This guy can be good if he decides to stay with coaching.'"

After the season, Manning accepted a similar position at Michigan, working as a graduate assistant and calling in offensive plays during games for the 2011 season.

Fearing was happy for Manning, but sad to see his time with the coach end.

Fortunately for Fearing, Manning was back at Cincinnati the next season, Fearing's senior year. And not only that, but he was taking over the running backs, and would be Fearing's position coach.

"I was like, 'Wow the guy that was coaching me on scout team is now my position coach,'" Fearing said. "I was definitely happy and blessed that our paths were able to cross again. It's funny looking back on it, I never though he'd be my position coach my last year. It's weird how that worked out, but it was great."

The Bearcats had two senior running backs on the roster last season: Fearing, who earned his scholarship as a senior, and George Winn, who went on to lead the team in rushing with 1,334 yards on 243 carries and 13 touchdowns.

With two veterans leaders at his disposal, Manning relied on them to help develop the Bearcats' stable of backs.

"He knew that George and I knew the offense really well, so he looked at us to help guide the team and help him out," Fearing said. "We had been in the offense for three years, and this was his first year running our offense. It was a really mature thing of him - he knew that he had to still learn the offense and that, while he was still the coach and doing a great job, he also let us coach each other. I think that is really important in college football, that level of peer coaching that you get more and more as the team get closer. You also want to be a player-ran team, not a coach-ran team. If your players can lead each other, it doesn't matter who you have coaching."

Although Fearing's playing career is done and Manning moved onto Northern Illinois after Cincinnati coach Butch Jones accepted the Tennessee job, the two still keep in touch.

Fearing texted the coach Monday afternoon when he learned that Manning had accepted the Michigan job.

And while Manning is moving on from running backs to coach his old position, linebacker, Fearing knows Manning will have success wherever he goes.

"He has everything you're looking for in a position coach," Fearing said. "Any school would be lucky to have him. Northern Illinois was lucky to get him, and it's good that he is back where he started. That's a good break for him. Michigan is definitely getting a quality coach.

"He knows how to get the most out of you. There is just such a one-on-one connection with him. I'd like to think it was because I was a senior and he could trust me - but I think he's just naturally like that with everybody. He's like that with a lot of his players. We all felt comfortable around him. He has that sense of, 'I was a player not that long ago, so I know what you're going through.' He's young and can have fun, but at the same time, he knows when it's all-business and he'll demand a lot from you. You get the best of both worlds.

"He knows what it's like to have that grind of school and football and all the other obligations you have to balance, and you feel like you've got a teammate and a coach with him. You have a really good leader."

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