Abstract: An exercise machine for simulating running comprises a frame having a rear portion and a forward portion, a shoulder harness supported by the forward portion of the frame for supporting the upper body in a fixed position, a pair of hand grips juxtaposed near the shoulder harness, a pair of lever arms each having an upper end and a lower end with the upper ends pivotally connected to the rear portion of the frame, a pair of foot assemblies extending outwardly from the lower ends of the lever arms and rotatable through an arc of not more than 180 degrees, and a pair of resistance means attached to the lever arms.