Much research (Ma, 1999; Cohen & Leung, 2004; English, 2003) has been done on mathematics education and pre-service teachers with special emphasis on how the mathematics is taught and the psychology of the pre-service teachers. While there is concern among North American mathematicians that mathematics instruction in K-12 grades needs to be improved (Ma, 1999), how that can be achieved is an ongoing debate. This study, while recognizing the need for significant changes to the preparation of our elementary teachers seeks to look at a subgroup of pre-service teacher candidates--adult learners who are coming to the profession after accumulating several years of life experiences. Are their experiences similar to non-adults preparing for the same vocation? In what areas are they lacking? In what areas are they more superior? How should a teacher education program be designed to prepare these adult learners to teach mathematics effectively? In this study, we will compare these adult learners to non adult learners in the same class and discuss aspects of the pre-service program that succeeded in affecting their beliefs, confidence and mathematical competency.