STATE COLLEGE, Pa. - Star linebacker Michael Mauti's college football career had just come to an end in November when he spotted the next generation of Penn State football players.

So, he decided to do what Mauti had done time and again during his Nittany Lions career: He helped others, and imparted some inspirational words along the way.

Adam Breneman, one of the top tight end prospects in the country, is one of them, and he listened intently. Mauti indeed passed the torch of leadership to Breneman and some other high school seniors on recruiting trips to Happy Valley that day, setting the tone for a critical offseason at Penn State.

Indeed, there is no bowl game to rally around this season. No sunny destination dancing around in the Nittany Lions' heads. No fun-filled reward for all of their hard work in this season of recovery at Penn State.

But there is hope. There is optimism. And there is Year 2 of the Coach Bill O'Brien era to sculpt.

No better time than the present.

Under O'Brien, Penn State finished an overachieving 8-4 with a second-place finish in the Big Ten Leaders Division. The Nittany Lions went 6-2 in conference, and likely would have been a lock for a New Year's Day bowl game. As it is, Penn State is not in a bowl for the first time in eight seasons.

But there is much to build on. An emotional 24-21 overtime win, for instance, over Wisconsin in the finale sent the program into the offseason on a high note.

And O'Brien will need that in his first full offseason to secure a recruiting class amid scholarship cuts. The sanctions - levied in July for the Jerry Sandusky child molestation scandal - limit Penn State's recruiting classes to no more than 15 a year for the next four years, starting with the 2013 class to be signed in early February. Most teams can sign 25. There is also a four-year postseason ban to digest.

O'Brien will also need to find new leaders. Mauti was one of a group of seniors who helped keep most of the team together in the frenzied weeks after the NCAA announced the punishment.

Breneman, a highly touted senior from Cedar Cliff High in Camp Hill, Pa., has a chance to be in that leadership mix someday. He has been part of a contingent of recruits who have been vocal about keeping their commitments despite the penalties.

"Now, it's our turn to come in, and, in a couple years, lead the program," Breneman said recently, recounting Mauti's postgame words to him. "That was definitely very motivating to talk to him.

"It's a huge thing. Big shoes to follow up."

Breneman, coming off a right knee injury that sidelined him for his senior season, plans to enroll at Penn State in January after finishing his prep work a semester early. That will enable him to participate in spring practice.

There's an extra benefit for Penn State if players officially join the program in January, instead of waiting until early February to declare their college choices. January enrollees count against 2012, when there are no scholarship limits. That means the 2013 team could have more than 15 new scholarship players while still meeting the NCAA sanction guidelines.

So far, recruiting has been good, especially given the unprecedented circumstances of the past year. Joining Breneman in January will be junior college transfer Tyler Ferguson, a quarterback who figures to compete with Steven Bench now that record-setting starter Matt McGloin is out of eligibility.

Penn State also has a verbal commitment from blue-chip quarterback prospect Christian Hackenberg of Virginia, though he is not expected to join the team until this summer.

"You never know until guys sign on the dotted line," O'Brien said last week about recruiting. "But we feel good where we're at."

As for the current Nittany Lions, NCAA rules prevent coaches from overseeing offseason workouts, though coaches can determine what areas need to be improved in the ramp up to March and spring practice. O'Brien said his coaching staff is looking at improving flexibility and speed, while reducing body fat and creating more muscle mass.

"Is there a disadvantage to not having bowl practice? Certainly," O'Brien said. "But there's also the advantage of not having them."

In that respect, O'Brien said, that means concentrating on academics to finish the semester. One-on-one meetings with players focus on grades and requirements for majors these days, as well as "how can they improve in football and in their role on the team," he said.

Unofficially, players can get together on their own for workouts. That will be especially important in the passing game, for instance, with a bevy of returning receivers. Record-setting wideout Allen Robinson, for example, has to get acclimated to a new starting quarterback.

For McGloin, this is a bittersweet time. Surely, he will miss being on the field, but he can also walk away knowing he did all he could in his final season. For now, he's busy handing the leadership responsibilities on offense to Bench - the only scholarship quarterback on the team.

"I've told Steven, it's not my team any more. You have to take over, you have to manage stuff," McGloin said this month. "He knows that. I'll be around helping him out, getting ready to take over."

Mauti is moving on, too, after a left knee injury sidelined him for the season finale against the Badgers. His father, Rich - himself a former Nittany Lion - has declined to offer more detail on his son's injury. But he did say that the younger Mauti was going to get back into shape and will prepare for the NFL draft closer to home in New Orleans.

But the work he'll leave behind in State College will never be forgotten. After a draining 2012 season - both emotionally and physically - Michael Mauti will clearly be known in Penn State annals as one of the program's best leaders.

"It's been a great experience up there," Rich Mauti said. "It's just time to move on."