Abstract: Portable multi-purpose exercise device has an elongated generally tubular, and preferably cylindrical, cushion or pillow portion which is adapted to be placed behind a user's head and neck or other body portion while handle members attached to the outer ends of a stretchable cord-like tension member extending from each end of the pillow portion are engaged and pulled by the user's hands. The pillow portion preferably comprises one or more layers of resilient foam surrounding rigid sleeve members through which the tension member passes. The device is very lightweight and compact, and yet permits many exercise routines to be performed to strengthen a wide range of muscle groups. The device is especially helpful in providing head and neck support while doing ab crunches, for example.