It was easy to tell that Fred Baxter's legs were screaming for him to stop as he gingerly descended the final steps in the Inclinathon, the 13-lap "Marathon" on the famous Manitou Incline, Saturday in Manitou Springs. Baxter became the third person to complete the brutal event. And his finishing time of 12 hours, 55 minutes is the second fasted. The Inclinathon includes 26,134 feet of climbing - about 2,011 feet per lap - and covers a distance of about 26.5 miles. Brandon Stapanowich, the race founder, set the record with a time of 11 hours, 47 minutes. Ed Baxter (Fred's twin brother) is third-fastest with a time of 13 hours, 15 minutes. As of this posting, Greg Cummings had completed 10 laps and was determined to finish all 13.