A breast sculpting exercise apparatus including a pair of pivotally joined primary plates and secondary plates each pivotally connected to one of the primary plates. The secondary plates are biased away from the primary plates and require force to depress. The apparatus has an open configuration, wherein the primary plates rest on a flat surface such that one form of breast sculpting exercise can be performed; and a closed configuration that orients the apparatus in such a way that yet another form of breast sculpting exercise can be performed. Rotatable hand plates with hand straps are disposed on each of the secondary plates and are rotated in accordance with the configuration of the apparatus.