Abstract: A spotter system is disclosed herein for assisting a weightlifter to safely exert a maximum effort during a weightlifting procedure. The system includes a frame for removably supporting a weight arrangement comprised of either free or track weights. The frame further supports a pneumatic lift which includes cables secured at one end to the barbell and at their opposite ends to a pulley. Via a chain drive from the pulley, an intermediate wheel is moved which, in turn, pivots a lever arm. The lever arm is attached at one end to a piston and cylinder assembly that offers less resistence to the users exerted effort to raise the barbell. Control of the resistence is effected by body limb activation of positive or negative switches coupled to the piston and cylinder assembly which further includes an air compressor, gages and relief valves.