Abstract: A bait holder (10) for use in impaling bait with a fish hook includes a cover (11) having an opening (12) formed therein. A flexible, fabric panel (21) is adjustably attached at first and second portions to the cover to define a bait holding chamber (22). Tongs (26) are movably positioned partly within the bait holding chamber (22) for movement between a first position in which a bait gripping portion (36, 37) of the tongs is positioned adjacent the opening (12) in the cover and a second position in which the tongs extend outwardly through an open end of the bait holding chamber to position the bait gripping portion externally of the bait holding chamber, as for grasping and retrieving bait.