This study examined the perceptions of upper elementary school students toward physical education (PE). High and moderate/low attitude students (N = 16) participated. Two themes emerged: (a) it is important to have fun in PE (students are excited to go to PE, PE is their favorite class, the teacher influences perceptions of fun) and (b) class activities are important (moderate/low students enjoyed team problem solving, fitness activities were controversial). The results suggest that class organization and content influence perceptions.