The research reported in this article explored in 2013 the classroom fear of two samples of UK primary school pupils (aged 7-8 and also 10-11 years old). The investigation was approached within a framework of critical theory, in which emancipatory aims were embraced. The authoritarian nature of most classrooms necessitates that teachers control pupils through coercion underpinning authoritarian pedagogy, whether through autocratic, parental or more democratic yet still authoritarian means. Such control by the teacher over many pupils makes transformational learning difficult, and fear is considered to be one important impediment to transformational learning. During four triangulated data collection activities including observation, children's drawing, children's sentence writing and interviews, I investigated children's experiences of fear in their classrooms. Findings suggested that the authoritarian nature of their classrooms did provoke fears that were destructive to transformational learning. Ways of addressing fears and implications for future classrooms are suggested.