The purpose of this study is to clarify whether middle school students' mathematics anxiety differentiates or not, according to their low and high achievement motivation and their level of self-esteem stemming from social comparison. This study also aims to clarify the effects of these two variables on mathematics anxiety. The study groups were comprised of 156 8th grade students still attending a private tutoring center. The results demonstrated that students with high achievement motivation have significantly higher mathematics anxiety than those students with low achievement motivation. Also, this study determined that students with low self-esteem have significantly higher mathematics anxiety than those students with high self-esteem. (Contains 2 tables.)