An exercise system is presented utilizing a plurality of adjustable resistance members. Specifically, an athletic garment is presented, such as athletic shorts, having a plurality of padded elements therein which cover a user's muscles and provide resistance when exercising. In addition, the garment has a plurality of opposing attachment sites and a plurality of resistance bands connected between opposing attachment sites. When a user wears the athletic garment while exercising, the padded elements and the resistance bands stretch and resist movement thereby providing an improved workout.