Abstract: The present invention is an apparatus for assisting a user performing push-ups with the use of a counter-weight. A user-force accepting arm is provided for interacting with the user to accept a force exerted by the user in a generally downward direction. A counter-weight receiver is provided for receiving the counter-weight and for generating a counter-weight force, the counter-weight receiver being operably connected to the user-force accepting arm for transferring the counter-weight force from the counter-weight receiver to the user-force accepting arm to counteract the force exerted by the user. A wire is provided for operably connecting the counter-weight receiver to the user-force accepting arm. An accepting arm force guide is operably connected to the user-force accepting arm, and is provided for allowing the user-force accepting arm to move along the accepting arm force guide, wherein the wire is operably attached to the user-force accepting arm.