Abstract: The invention is used to perform push-ups and seated dips. The invention is composed of two opposing cylindrical handle assemblies, each consisting of a vertical and a horizontal portion, that rotate about a horizontal axis supported by the base. The base supports the handle assemblies, maintains the distance between the handle assemblies, and provides stability to the apparatus. The device proposed herein is superior to the prior art in that a horizontal force needs to be exerted in addition to the vertical force, while using the device to perform push-ups and dips.