Abstract: An upper body exercising device for use while standing or sitting in water. The exercise device is a padded barbell comprised of a lightweight, water-impervious lift bar, a pliable hand grip, buoyant floats and lightweight, water-impervious float retaining collars and end caps for positioning and maintaining the floats on the lift bar. The buoyancy of the barbell provides the necessary resistance for stressing the exerciser's muscles. Because the hand grip and floats are made from a relatively soft and pliable material, i.e., closed cell expanded polymer material, any part of the barbell can be comfortably grasped and moved in the water by the exerciser to stress the upper body muscles.