If you're looking for a fun, sexy workout that unleashes your inner vixen, S Factor is the class for you. The workout tones your entire body with a combination of ballet, yoga, Pilates and pole dancing. It's the brainchild of actress Sheila Kelley, who discovered the physical benefits of striptease and pole dancing while preparing for a role as an exotic dancer. Not only did the training change her body, but also made her feel more confident and sensual.

"My inspiration was the S shape of the female body," says Sheila. "I wanted to give women the power of their sexuality and bodies back."

I decided to give the workout a try and attended a 90-minute intro class taught by Sheila at her New York City studio. I must admit I didn't know what to expect and was a little apprehensive about getting in touch with my sensual side in a room full of strangers. However, Sheila made me feel comfortable with her infectious excitement and encouraging attitude.

The intimate classroom is set up with dimly light lamps, poles and loveseats, which are used for the advanced lap-dance classes. The studio is free of mirrors and windows so that participants feel safe and stay focused on their own movements. Sexy tunes pump through the room.

After warming up with stretches, hip circles and hair twirling, we did a variety of Pilates moves on the mat. I learned new toning exercises such as the "Cat Pounce"--a great workout for the arms and back--and "The Hump," which simulates horseback riding. These are all moves that women who don't have access to a class can do at home with the help of S Factor DVDs and books.

Next it was time for the S walk, a sexy gait that involves slowly dragging one foot in front of the other. We sauntered around the room until we were instructed to stop in front of a pole. Sheila demonstrated a sultry twirl, wrapping both her ankles around the pole and then gracefully floating to the ground. She made it look effortless, but when I went to take a spin around the pole, I had trouble getting both my legs up and landed with a thud.

It definitely takes more upper body strength and coordination than meets the eye, but with a little practice, anyone can learn how to confidently pole dance. While I may have fumbled on the pole, I still had fun, got a good workout (Full disclosure: my arms were sore the next day!) and challenged myself in new ways.

Where you can try it: S Factor has studios in Los Angeles, New York, Chicago, Houston, San Francisco, Encino and Costa Mesa. For more information, go to