The purpose of this study was to explore and interpret students' perspectives of their experiences in four urban middle school physical education programs. Focus group interviews with 76 students were supported by field notes and researchers' reflective journals. Researchers used constant comparison methods (Lincoln & Guba, 1985) to identify seven themes from the data: "Basically, I have gym," "If our class was a bit smaller," "I just like being able to get up and play," "You get new friends out of it," "The testosterone level gets a little high," "We doing the same exact thing," and "The teachers are kinda uptight (sic)." Findings indicated that overcrowding in the gymnasium, repetitive boring exercises, gender inequity, and the lack of challenging content impeded students' active participation in physical education. For students, the positive aspects of physical education were socializing with peers, being involved in game play, and feeling better when they exercised. Students said that school physical education was their main source of physical activity. Given the declining levels of physical activity during adolescence and the importance of school physical education in combating this inactivity, it becomes imperative to understand the experience of middle school students in their physical education classes. Research on students' perspectives can enhance physical education teachers' ability to design instruction to increase student engagement. Physical education as a school subject requires interest and support from educators, administrators, and the community.