Abstract: An upper body exercising apparatus comprising a pair of elongated tubular handles pivoted together midway in a scissors-type fashion. A pair of hand grips are affixed to the first ends of the handles. A structure is for biasing the second ends of the handles towards each other. A person can grasp the hand grips by the hands and pull the hand grips away from each other to tone and build up the upper body and arm muscles. The device is also provision to permit alternative exercises by compressing the handles toward each other or by stretching the device between ones hands and feet.