The aim of the study is to examine factors influencing students’ feelings of pleasure or pain associated with school mathematics. Own experience of students’ frustration about mathematics and concern about students not reaching desired goals is the driving force in this study. It contributes with knowledge from the students' perspective. Hopefully the result can help others, teachers and parents, to strengthen pupils’ desire and ability to learn. Students’ emotions about mathematics are important for learning and mathematics can cause joy as well as anxiety. The students who are positive often need stimulation and challenge, but are usually not a problem for the adults. The negative emotions, especially fear, is something that adults should take into account and try to develop for the better. Anxiety can be described as "a lack of well-being". It can cause panic, paralysis and mental disorganization when students are required to solve math tasks. Math anxiety can also be defined as a combination of stress before the test, low self-esteem, fear of failure and negative attitudes towards learning mathematics. Symptoms can include avoidance of formal mathematics instruction, poor test results and that instructions will not have the expected effect. There is a phenomenological approach of the study. Phenomenology studies how the consciousness creates meaning. The focal point is trying to learn about the students’ experience of their 'Being-in-the-World'. How do students view school mathematics, and why? What can create desire for learning mathematics? What can create uneasiness in learning mathematics? In order to get a better view of this complex area four different data sources are used. Eight pupils are interviewed individually. 19 students participated in focus group interviews. 134 students, ages 11-13, answered questions in a web survey. One class observation was also made. The result was formed into three important factors, Student’s own view of capacity and attitude to mathematics, Importance of relations to others (teachers, class mates, parents) and Content and working forms. Three different themes came into focus – Understanding, Working atmosphere and Safety. The four main areas of importance, as seen in this study, are Interaction student-teacher, Understanding and feeling of success, Good atmosphere in the classroom and Awareness about the use of mathematics. The results show areas of importance for pupils who are feeling math anxiety. They are less aware of how mathematics can be of use for them also outside school and the importance of mathematics in their future lives. They need a much stronger support from adults, teachers and parents, in their math studies, than pupils without anxiety. The classroom environment can also cause problems, if students do not feel safe or feel stressed or disturbed by other pupils or teachers. There are also a few differences between the girls’ and the boys’ experiences, where girls seem to reflect more about their uneasiness when it comes to mathematics, sometimes caused by the boys. What can teachers learn from this study? In short: motivate, teach and let the pupils talk.