Abstract: An exercise device for use by two individuals wherein they can work out against one another rather than working alone against weights. The device includes a frame and pulley system through which a flexible cable is run. Handlebars are attached to each end of the cable and in operation, the individuals position themselves on opposing sides of the symmetrical frame and grip one of the bars. In performing exercises, the individuals preferably assume mirror-image positions and then continuously apply an upward force on their bar with each individual alternately applying a greater upward force than the other. In this manner, each individual alternately draws the cable through the frame toward him while the other person resists such movement.