I started with this 'dire bear' from Reaper:

And after rounding out the head, bulking up the body,and new ears and eyes, I finally got to something I'm pretty amused by and happy with.
I still have more clean up to do, and the base obviously, but after keeping this under wraps from all but my local friends, I have to share it now that its nearly done.

A couple more images.
The reiksguard are coming along nicely too:

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