At a majority of colleges and universities around the country, basic activity courses are taught predicated on teaching students basic skills and instilling healthy habits. The purpose of this article is to outline and describe a physical conditioning course that utilized the sport education (SE) model and emphasized outside engagement to instill an enjoyment of physical activity. The primary objectives of SE are to provide an authentic sporting experience and to create students who are enthusiastic, literate and competent consumers of sport. The physical conditioning class met 26 times over a 16-week period with each session lasting 75 minutes. Using the SE model in this fitness class, students were able to increase their accountability, affective qualities, and interest. In order to emphasize outside engagement, teams were awarded by completing outside activities together, utilizing and maintaining an online forum, and meeting and exceeding weekly step goals. The SE model was successful in encouraging outside engagement within this university activity course, which provided fun opportunities to be physically active.