It's 11:30 P.M., and a man steps off the elevator in the Crowne Plaza Hotel in Valley Forge, Pennsylvania. Tony Horton enters the lobby wearing black shorts, a black sweater, and despite the hour, dark glasses. But two guys in their 30s, who just left the bar, recognize him.

"You're Tony Horton!" says one in disbelief.

"Dude!" is all the other can utter.

Both men tell him they're following his P90X workout program, which is sold relentlessly through infomercials across America. They boast of their results, showing off supposedly flatter guts and bigger biceps. One claims to have the DVDs in his hotel room at this very moment: "I use 'em when I'm on the road!"

By the time Horton finally breaks away, he has signed autographs, mugged for photos, struck his signature forearm-crossed "X-Man" pose, and even done a handstand by the front desk. Finally he exits the hotel and settles into the backseat of a private car that's been waiting to take him to QVC headquarters, in nearby West Chester.

That's right. Horton is heading to QVC—the network darling of little old ladies in quilted housedresses—to sell his P90X workout program. ("Just two easy payments of $64.95, plus $9.43 shipping and handling.") He'll do an hourlong taping at 1 a.m. (right after Joan Rivers sells jewelry), grab a few hours of sleep in a back room, and then do more tapings at 6 a.m., 6 p.m., and 10 p.m. (Want another way to shred your abs? Discover Speed Shred from Men's Health for a cutting-edge fitness system that melts fat and torches calories.)

It's hustle like this that has enabled Horton to hawk a reported 3 million P90X DVD sets, in addition to his fitness accessories, nutritional supplements, and other workout programs. Not bad for a 52-year-old former stand-up comedian and theater major who lacks a college degree or, for that matter, any type of fitness credentials ...

"Hey, George Bush became president. What was his experience?" asks Horton. "A lot of trainers are certified up the yin-yang and live in rent-controlled apartments out behind convalescent homes because they can't make a buck. Sorry I have a sense of humor, sorry I'm not certified, but my philosophy is based on 25 years of training everyone from moms to Bruce Springsteen."

Indeed, what Horton and the company behind him, known as Beachbody, do exceptionally well is excite people. Meet Horton in a hotel lobby or watch his infomercial, and you'll start to believe—in him, in his program, and most important, in your own potential to transform yourself. It happens that quickly. QVC alone has sold 135,000 units since P90X debuted on the network in 2008. That equates to more than $17.5 million shelled out by customers.

Beyond the compelling marketing, there are two reasons why P90X is so popular. First, Horton is the perfect front man. At 5´10* and 180 pounds with 9 percent body fat, he is genuinely ripped. He says he can consecutively do 110 pushups, 80 dips, 35 pullups, and eight 260-pound lat pulls. Plus, he can hold a handstand for a minute and even do a backflip off a wall. To prove it, he often drops to the floor and pumps out a few reps of whatever exercise he's talking about. His motto, which he wears on the back of his shirt, is "Bring It!" Along with the brawn, he has a full head of hair and—even under the harsh QVC makeup lights—no telltale signs of any nips or tucks. And, to the delight of the housedress set, he's not married.

But second, and most important, P90X—unlike the garbage heap of other "miracle" infomercial products—can deliver results. That's because it's built on such proven fitness principles as consistency, intensity, and variety, and you don't need special gadgets—just a pullup bar and dumbbells (or resistance bands). Simply pop a disc into your DVD player, move the couch out of the way, and follow along with Tony and his gang. In fact, Horton's critics claim there's nothing new in his workouts; if you do anything 6 days a week for 90 days, you'll lose weight and build muscle at any age.

Horton says with a shrug, "You can't reinvent the pushup. Plyometrics has been around forever, yoga has been around for even longer, and Kenpo karate is nothing I invented...but the sequence, the pace, and the variety of my workouts is something that never existed before. P90X is hard. But do your best and forget the rest. If you're in trouble, hit the pause button. If you can't do this move, here are two ways to modify it. I just want you to show up, man. That's all I want you to do."

Regardless of whether you ever pick up the phone ("Two easy payments, nothing to lose, give us a call!"), the chief elements of Tony Horton's exercise philosophy can be incorporated into any workout. Here's how.

P90X Principle 1

Bewilder your body

Horton claims to have "exercise bipolar disorder," which means that although he works out regularly, the specifics of what he does each day depend on how he feels. So he may swap speed drills for strength work, chest for back, or even karate for Pilates. He often doesn't decide until 10 minutes beforehand, or improvises on the fly. He calls this approach "muscle confusion."

"Look at all the people who've been going to gyms for years and still look the same, or those who tried exercising and quit," he says.

"That's because they're doing mundane, myopic routines, and they're bored. Let's break the mold."

Before Horton became a celebrity himself, he says, he trained lots of celebrities in Los Angeles. He says one of his clients, Billy Idol, nicknamed him "Muscle Confucius" because of his varied approach to fitness. And there is wisdom in it. If you're training for life rather than a specific event, mixing it up will help you burn more calories, protect yourself from injury, achieve a balanced physique, and keep you motivated.

Your body doesn't respond to repetition, Horton says. It responds to novelty.

P90X at your place Schedule your workouts a month in advance, reserving exact times for each. (Horton blocks out 20 on his desk calendar at the start of every month.) Pencil in cardio, strength, speed, and flexibility days, but stop there. Let your mood determine your specific workout when each day arrives. Always be open to new things. If it's a cardio day, hop onto a different machine or into a kickboxing class. If it's a strength day, try using free weights instead of a Nautilus machine. "Your muscles shouldn't know what hit 'em," says Horton.

P90X Principle 2

Work your weaknesses

Here's some more Muscle Confucius: The more you dread doing something, the more value it holds for you. So if you hate stretching or intervals, that's probably because flexibility and speed are your weaknesses. Since no man likes to feel inferior, we avoid dealing with our weaknesses and end up training our strengths. Wrong move.

"The only reason I'm as fit as I am," says Horton, who used to be a spokesman for NordicTrack, "is because I kept doing things that were hard and that I couldn't do well."

P90X at your place Select one exercise or facet of fitness that you struggle with, and commit to improving it. Schedule an occasional "weakness day." Once you overcome the initial aversion, your improvement will be dramatic—and the success will motivate you to take on more of your weaknesses.

P90X Principle 3

Find (and flirt) with the Line

The Line is your discomfort threshold. It's the one pushup beyond what you think you can do. It's that extra agonizing rep after you've finished a set. But it's not just the effort that's important; it's the desire to want to go there again and again. That's the secret to becoming fit.

And it's the reason Horton scoffs at walking, riding an exercise bike while reading, or doing any mild form of cardio as a sole means of fitness. "Walking is just a waste of time for most people," he says. "We're primates and we walk—that's what we do. And even though it's better than doing nothing, it's not enough. You have to find that Line in whatever you're doing and continually push it out."

P90X at your place Use Horton's discomfort scale to gauge where you are during your workout.

10 = so brutal, so awful, you're miserable.

9 = just short of the above.

7 or 8 = really hard, but you're maintaining form and hanging in there.

6 = it's not a 7 or 8, but you're working as hard as you can today.

5 = you can do more...but you're not.

1 to 4 = unless it's a recovery day, you're wasting your time.

The Line is at 6, 7, or 8 on the scale.

P90X Principle 4

Train resiliency, not vanity

Horton says that if a law were passed that limited him to one type of exercise, he'd pick yoga. And for once he's not joking.

"Yoga is resistance, it's balance, it's coordination, it's stamina, it's even cardiovascular, depending on how you do it....I can turn yoga into anything, and it's the reason I can do this"—he drops to the floor for clap pushups—"and this"—he hops back up for high leg kicks. "Ever see a 65-year-old guy run? That should be incentive enough."

Indeed, as you age, you lose your flexibility. That means by age 65, you'll practically be prepping for rigor mortis. "I put off yoga for 4 years because I thought it was silly," says Horton.

P90X at your place Swallow your pride and enroll in a beginner's yoga class taught by an instructor with at least a 200-hour certification. Flowing vinyasa styles, such as ashtanga, are more rigorous. Once you know the basics, you'll be able to practice on your own. (There's a good chance you'll be the only guy in a class of very fit, flexible women, though, so you may not want to.)

There's another advantage to yoga that is fundamental to Horton's exercise and life philosophies. Although it sounds contradictory coming from someone ironically nicknamed Tony Humble, he says that "externals," such as weight loss and muscle definition, should never be your primary motivators for working out. "Focus instead on the internals," he says. Are you less fatigued? Do you have more energy? Are you sleeping better? Do you feel stronger? Are you happier? Yoga helps you become more aware and mindful of all these things, and they're what will keep you working out long-term.

It's 2:10 A.M. QVC is now featuring the Stan Herman Collection. And Horton is finally looking a little tired as he sits on the stage steps sipping a smoothie. It seems like a good time to ask him a philosophical question: Tell us, Tony, what's the one thing fitness still hasn't brought you?

After an uncharacteristically long pause, he says, "Honestly? Nothing. Fitness and healthy eating have changed my life from soup to nuts. There's no area that it hasn't given me confidence in—physical, mental, emotional. I feel blessed that in some weird way I've been given this opportunity to help people...For me, fitness isn't about how long I'm going to live; it's about the quality of life right now. And let me tell you, man, I'm one happy dude."

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