HOLLIS – On a winding country road in the middle of nowhere, a group of women are working out on fitness machines inside a building that until recently was an antique shop.

Curves, a no-frills fitness club for women, is popping up in the oddest places. With more than 75 Curves peppering the Maine landscape, they’re as prevalent as bean suppers and white-steeple churches.

Targeting women in small-town America is part of Curves’ business strategy.

And it’s working: Curves has grown to more than 8,400 franchises in all 50 states and 28 countries, making it by far the world’s No. 1 fitness center in terms of number of clubs. One in every four fitness clubs in the United States is a Curves.

In some ways, Curves is the anti-club: no treadmills, no saunas, no locker rooms, no mirrors, no aerobics classes, no free weights. Forget the spandex – sweat shirts rule.

At Curves, members work out on eight to 12 hydraulic resistance machines, stopping between stations to walk or jog in place. The routine is over in 30 minutes and is designed to burn 500 calories.

While other clubs go after the prized 18-to-34 demographic, Curves’ customers are more likely to be aging baby boomers.

Sharon Morrison, owner of five Curves in Maine, including the one in Hollis, said there’s a comfort level and camaraderie at Curves that women can’t get elsewhere. At the same time, she said, they’re losing pounds and inches.

“I had joined so many clubs in my life, and all I had lost was money,” Morrison said.

Curves is the creation of Gary Heavin, 49, who heads Curves International Inc. in Waco, Texas.

Heavin was a millionaire by age 30 after taking over a failing health club in Houston and expanding it into a chain of 17 clubs. But then came a divorce, bankruptcy and business failure. He spent 2-1/2 months in jail when he couldn’t make child support payments.

In 1992, Heavin and his second wife, Diane, opened the first Curves club. It was small and simple, a place where women could feel comfortable and enjoy a sense of community.

Three years later, Heavin was selling franchises, and by 1998 there were 500 of them. Curves has since grown to 8,401 franchises and aims to have more than 25,000 – including 8,000 in Asia and 8,000 in Europe – within five years.

By comparison, Gold’s Gyms and Bally Total Fitness – two of the biggest fitness clubs in the country – have about 1,000 facilities between them.

“We’re the McDonald’s of fitness centers in America and Canada,” Heavin said, comparing Curves to the hamburger chain and its 31,000-plus restaurants. “And we can be the McDonald’s of fitness centers around the world.”

One reason for fast growth is the low cost. Club owners pay $29,900 for a franchise, equipment and training, plus a monthly franchise fee of $395. Club members usually pay $29 a month, far less than conventional fitness clubs.

The clubs are typically just 1,000 or 2,000 square feet or so, with few frills and low overhead and limited hours of operation. Compare that to the large multipurpose clubs, which can be 30,000 to 40,000 square feet with a full assortment of fancy machines, locker rooms and amenities.

It is that efficient business model that allows Curves to enter small markets.

In Maine, you’ll find a Curves in what was once a farm store in a hay field in North Yarmouth, in a former candle shop in Waterboro, and in a renovated cafe in Gorham. Others are in small and off-the-beaten-path places like Blue Hill, Livermore Falls, Milbridge, Newcastle and Wilton.

Of the 76 Curves in Maine, 58 are in towns with fewer than 10,000 people. Thirty-one are in towns smaller than 5,000.

Rather than take customers away from other clubs, Curves creates its own markets and generates customers from where a customer base didn’t exist before.

That approach works for 49-year-old Denise Masalsky of Waterboro. Between Curves and a sensible diet, she has lost 48 pounds since March and has more energy than ever.

Masalsky, a fourth-grade teacher, likes the quick exercise routine at Curves, and is pleased somebody was willing to locate a fitness club this rural York County community, population 4,114.

“It used to be there wasn’t anything around here to do,” she said. “You always had to drive 35 to 40 minutes.”

Kim Dare of Hollis has lost more than 50 pounds since joining Curves more than a year ago.

Dare, who is 20, joined after she got engaged.

“I wanted to fit into my wedding dress,” she said.

Curves and Heavin, however, aren’t without critics.

Some dismiss Curves as a fad, and Heavin – a born-again Christian – has taken heat for his conservative political views and donations to causes that take a dim view on abortion. Some members have quit the clubs over his stances.

Heavin said he and his wife have given away some $10 million of their money this year, much of it to health clinics and organizations that promote abstinence, prenatal care and pregnancy programs. He calls himself “pro-woman and pro-choice.”

At the annual Curves convention in Las Vegas this month, one of the topics was “the fallout from my values,” Heavin said.

“Out of 5,700 people who were there, about 20 were angry at me,” he said. “That is a testament not so much that they agree with me, but that they are reasonable people.”

At the same time, Heavin is credited with shaking up the fitness center industry.

The Curves phenomenon has “forever altered the landscape of the worldwide fitness industry,” wrote John McCarthy, executive director of the International Health, Racquet and Sportsclub Association.

It has also spurred on a wave of copycat fitness chains that cater to women, said Don DeBolt, president of the International Franchise Association.

For Heavin, Curves has made him a wealthy man.

He has a 1,000-acre ranch near President Bush’s ranch, and his own jet, helicopter and three hot air balloons. In the past year, he and his wife have given nearly $170,000 to the Republican Party and congressional candidates, according to the Federal Election Commission.

Heavin intends to keep the company growing.

Already there is a Curves line of clothing, Curves vitamins, Curves protein drink mix and best-selling Curves workout and diet books. And there’s soon to be a new line of Curves-branded products, including a stretching mat, a pedometer and a wrist watch with a heart rate monitor.

As it expands its reach, the clubs are now found in many cities; there are 20 in Manhattan alone, he said.

He also plans to meet next month with a prospective franchise owner in Japan about opening 1,000 Curves clubs in that country.

“Our next phase of growth,” he said, “is international.”

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On the Net:

Curves International: www.curvesinternational.com

AP-ES-11-20-04 1301EST