Abstract: A woman's bodysuit for exercising or swimming comprises an outer covering for encasing at least a portion of a woman's torso, including the bust, abdomen, hips and rear regions. The covering extends below the arms and around at least a portion of the back and includes shoulder straps forming openings for the neck and arms. A bra portion is provided beneath the outer covering, the bra portion including a full bra liner covering the breasts and a separate partial bra liner beneath the full liner supporting the undersides and sides of the breasts. The full and partial bra liners are each secured along common edges to the outer covering centrally between the shoulder straps at the neck opening and on either side at the arm openings. An elastic strap is secured along a bottom edge of the bra portion and is secured to the outer covering in the region behind or below the arms. The outer covering, full bra liner and partial bra liner are made of stretchable natural or synthetic fabrics, or blends thereof.