This study was conducted in a middle school math class and investigated the effects of project-based activities on the middle school math students' skill acquisition and intrinsic motivation. After math-related project activities were implemented and completed, an analysis of how the students were affected in the areas of math skills and motivation was conducted. The study involved a rural school district in South Mississippi. The participants were asked to complete a pretest and posttest using The Motivated Strategies for Learning Questionnaire (MSLQ) and a math test that focused on objectives for that academic period. These data were collected by the cooperating teacher after a 12-week treatment period. A one-way Analysis of Variance (ANOVA) was used to analyze the scores from the math pretest and posttest. The paired-sample t-test and the independent sample t-test were used to evaluate the MLSQ results and to identify if significant changes in the participants' motivation and skill acquisition existed. The control and experimental groups were randomly selected by the cooperating teacher. In analyzing the experimental group's results from the MLSQ questionnaire, the research showed no significant change in the intrinsic motivation of the participants. In contrast, when gender results of the experimental group were analyzed, the female participants' scores increased slightly on two of the sections of the MLSQ, while the scores of the males stayed about the same on two of the sections. On the intrinsic goal orientation and self-efficacy for learning sections of the MLSQ, the pretest and posttest scores of the male participants remained the same, while their scores on the task value pretest decreased slightly on the posttest. For the female students, the pretest scores increased on both the intrinsic goal and the task value section. On the self-efficacy for learning and performance section the scores for the females decreased slightly on the posttest. When the score from the math test created by the researcher and cooperating teacher was analyzed, the alternative hypotheses were accepted, that participating in the math-project activities did slightly improve both male and female students' scores. [The dissertation citations contained here are published with the permission of ProQuest LLC. Further reproduction is prohibited without permission. Copies of dissertations may be obtained by Telephone (800) 1-800-521-0600. Web page: http://www.proquest.com/en-US/products/dissertations/individuals.shtml.]